Losing Hope
by LizzeXX
Summary: 10/OC -Time Lady- The Doctor is not the only Time Lord to work for UNIT. When Martha decides the Sontarans are too much for even UNIT's resident Time Lady, Mackenzie, to handle, she calls in the Doctor...someone Mac hates for quite for quite a few reasons. Why is the Doctor hearts-broken to see her again? Is all hope lost in earning her forgiveness? First in the Time Lady Memoirs.
1. The Sontaran Stratagem

A/N: Hey there! This is Losing Hope, the first story in my fourth OC series for Doctor Who (1. The Academic Series (the Professor), 2. The Lunar Cycle (Evy Daniels), and 3. The Heart of Time Saga (the Angel), if you're interested ;)) and will involve a new OC/Time Lady, Mac. I decided to call the series the Time Lady Memoirs as it'll focus quite a bit on Mac's memories of the war and her account of events surrounding the Doctor. This story will largely follow the events that Mac is aware of, but will also include some scenes with the Doctor elsewhere or others when they talk about her. But it'll largely focus on the scenes Mac is a part of :)

This will essentially be a revision of Series 4 of Doctor who to incorporate an OC. This story will be updated every day and each episode will be one chapter, however the specials will be 2 chapters :) I'll also be doing the Sarah Jane Adventures (The Wedding of Sarah Jane Smith and Death of the Doctor) along with a mini-sode or prequel here and there :) This will eventually be a Doctor/OC story, but it might take a while to get there, Mac and the Doctor have...quite a few issues to resolve ;)

~8~ is a scene break.

Disclaimer: I do not own Doctor Who...or 11 would have worn the fez nonstop :)

Enjoy!

~8~

The Sontaran Stratagem

In a rather large room of the UNIT headquarters, larger than most offices and labs that were given to their members, a woman stood. The room itself was filled with monitors, a few computers, all with wires hanging out and crisscrossed and modified, all courtesy of the woman. Humans, they were so slow, their technology not as advanced as UNIT would like them to believe despite adapting a few pieces of technology from aliens. She'd had to go through and tweak a handful of them to get them even a fraction close to the speed and efficiency she needed to be able to use them without ripping her hair out at how slow they were.

That was a similar story for many other objects and pieces of tech scattered through the room. All of it was customized, adapted using the PROPER pieces of alien tech. That was a bit of her job there in UNIT, besides helping them research and monitor and 'defend the Earth' she was tasked with helping to properly adapt the different things the other scientists made. It all went through her at one point or another. If a scientist was having trouble identifying things, it came to her. If one of the engineers couldn't quite get something to adapt correctly, couldn't make it compatible, it was brought to her. Even when the military section finished adapting some sort of weapon from the alien tech, it ALL came to her first…because she was the only alien there that might know if they were about to blow up the Earth accidently through their jiggery-pokery.

And she hated it.

She just wanted to be left alone in peace, doing what she was doing from the shadows, interacting only when she had to. She hated the weapons portions especially, it always reminded her FAR too much of her role in the war…the Last Great Time War to be exact. The Daleks vs. the Time Lords.

There was nothing 'great' about it, not at all.

She hated when they brought her weapons, so she took enormous pleasure when they'd ask her to test them or other inventions and she refused to return them because they were too far advanced for the human race to handle at the moment. She LOVED that moment, because if they so much as _dared_ to try and argue with her or take the weapon back…she'd dismantle it before them and pocket an essential piece so it could not be rebuilt again. All the objects brought to her were prototypes, their core components, their alien components, hadn't been replicated yet. It wasn't like they could try and steal the piece off her again. They'd have to get to the pockets of her white lab coat, which she ALWAYS wore, and the pockets were bigger on the inside so unless they knew where she'd put it…there was no hope.

The woman in question, standing in the dark room with just the faint light of the monitors and a small lamp on the examination table before her, sighed, resting her hands on the edges of the table. She pulled her thin glasses up to rest on top of her head and rubbed her eyes. Well, this was another prototype she'd have to burn. What on earth possessed the science division to think creating an 'antivirus' of the common cold would be beneficial to the human race she had no idea. If they tried to use that, the cold itself would mutate and become that much worse. And it would only be destroying the immune systems of the humans in the long run anyway. They NEEDED to fall ill to the simple things to build up their immune systems.

Honestly, had the humans not seen 'War of the Worlds?' Their world, invaded by aliens, all trying to destroy the humans…and falling in the end due to the diseases of the humans? Why would they EVER give up that advantage? Not to mention, she recognized the components of the antivirus…it would mutate itself once in a warm, living host, and slowly liquidate their internal organs…so it would be a fairly short victory for the humans after a while.

She pulled the sample out from under her microscope and turned, dropping it in a waste bin with some tissues in it beside her before grabbing a handful of papers and tearing them up, dropping them into the bin as well…before she lit a match that she used for the Bunsen burners and tossed it in to finish. Luckily UNIT had gotten used to trusting her in the lab, especially when she'd experiment on her own and had disconnected the fire alarm system there, the smoke from it wouldn't bother or set them off. But…to be safe, she gently slid the bin with her foot to rest by the window and opened it to let the smoke out.

She paused, looking out at the sky. It was nighttime, the stars only barely visible from the ground with all the light on at the facility. She reached up and tucked a lock of her chestnut brown hair behind her ear, her hair, that fell straight a little past her shoulders, was often worn in a bun, it wouldn't do well for her hair to get caught in anything or fall in front of her face while she was examining something, so it was much easier to wear it pulled back like that. Her eyes were an odd hazel shade, more brown than anything, but in the right sort of light it had a slight green hue to it. The glasses upon her head were somewhat needed. She didn't need them much but at times, like when she was reading something or using a microscope or looking at something intently, they helped her focus.

She let out a heavy breath as she looked up at the stars, they were so…small from Earth, so unimpressive, at least compared to having actually BEEN in front of a star before. She hated that about Earth, how it made her feel so small, so trapped, but unless she found or grew a TARDIS…she was stuck. There was only one person who had a Vortex Manipulator on Earth and she was NOT going anywhere near them, so she was just...there. Oh she knew a TARDIS still existed, but she was not about to go to its pilot and ask for a way off Earth, no.

Anything she could do to never see the Doctor again, she would be more than happy to. It was why she'd taken this job with UNIT in the first place. She was well aware he technically worked for them, was all too aware he frequently came to Earth but…if she did her job properly then there would be no reason for him to ever go to UNIT and she'd be safe. She just had to…make sure that the larger threats against Earth were taken care of before the Doctor could be notified. And so far, barring the Cybermen invasion and the Master rising from the grave, she'd succeeded. If the Doctor only knew how many other enemies she'd stopped from harming Earth…

She shook her head, no, he'd never know, because she would do her damnedest to keep him from coming near UNIT ever again.

She blinked, frowning, when she heard a small beep going off behind her. She turned, seeing one of the monitors flashing as well and moved over to it. She typed quickly, her eyes racing across the screen as one of her own little failsafes activated…giving her access to the email system of all the other UNIT members. It was something she'd felt necessary to do. The more she knew about potential dangerous situations being reported, the suspicious activity, the better she could get a head start on helping. And…she didn't trust them, the humans, from what she'd seen they were as liable to turn their back on someone and use them for their own gain as a Gelth was to use a child's voice to trick people.

She frowned, pulling her glasses down onto her nose again as she read through an email from a Jo Nakashima to Colonel Mace, detailing an investigation she was doing into the ATMOS system. She rolled her eyes at that though, it wasn't ATMOS _system_, that was a tautology, it was _just _ATMOS. But as she read on her frown deepened, apparently there were quite a few deaths related solely to ATMOS, nothing similar in the cars except that adaptation. She was recommending they check all those who died in ATMOS cars yesterday and…to look at the time.

She blinked, giving that a moment of thought, before she turned to a second computer and did just that, her fingers flying across the key as she put in the search…stepping back and staring down at the results in shock.

She must be getting old if she'd missed that, 52 people reported dead of mysterious circumstances in their cars in 11 different time zones all having died at the exact same time…

Oh she'd always known the 900s would be the end of her.

~8~

"Mackenzie will you tell him!"

Mackenzie, or 'Mac' as everyone had taken to calling her, looked up from where she was examining a sample of a biopsy UNIT had collected from the last known ATMOS death to see Martha Jones following Colonel Mace into her lab. She hated when people did that, interrupted her while she was doing research, 900 years later and that hadn't changed at all.

"Tell him what Martha?" she muttered, turning back to the sample and changing the settings on her scope.

"That the ATMOS system is alien," Martha Jones, former companion to the Doctor, spoke.

Mac took a deep breath, feeling a familiar irritation rising. It had…taken her longer than it probably should have for her to speak to Martha civilly. It wasn't even that Martha was the Doctor's companion that had dampened her like of the girl…though that was a LARGE part of it, it was more…how Martha, even after giving her word about things, often broke it. It was always for something Martha deemed as 'right' but it irritated Mac beyond belief when she put her trust in someone and they betrayed her.

She'd had ample experience with that in the past and she did not trust others as much as she should. She tried very, VERY hard to give them a chance at first, it had taken her longer to do that with Martha though. And if that person betrayed her trust after that…it took a doubley long time to earn it back. Martha had thought her former irritation with her had been the result of her having travelled with the Doctor, but after a small confrontation about it…Martha had learned that was actually the _second_ reason for Mackenzie's lack of trust in her. She still didn't fully trust her and that broke Martha's heart because she knew what Mac was, she knew what alien the woman who looked so human was…and for one of her kind not to trust her after having known the Doctor…it hurt.

But even Martha could agree…Mac's reasons, her anger, her trust issues were actually justified. She never based her opinions of others on what she thought she knew of them, but rather tried to let their own actions speak for them. Martha's first impression…had left quite a lot to be desired for the woman and it had only gotten worse after learning of Martha's time with the Doctor. Slowly though, Martha had proven herself to Mac little by little and they had a…professional friendship, a mutual almost-respect. Mac was truly a hard one to get through to and prove one's self too after letting her down, but Martha kept trying.

"It's not alien," Mac stated bluntly, jotting down a note on a small pad of paper beside her.

"You joking," Martha blinked at her, "It's got to be though!"

"It's not," Mac repeated, "It's a just an ionising nano-membrane carbon dioxide converter. It's made of entirely average components, everything found on Earth…"

"Do you see Dr. Jones," Colonel Mace, an older member of UNIT, turned to her, "If Agent Mackenzie feels it is not a threat…"

"I never said it wasn't a threat," Mac sighed, turning from her research to face the two, "I said it wasn't made with alien components," she corrected, "It is most certainly a threat and this…" she gestured at one of the ATMOS systems sitting on her other side, "Is FAR beyond it's time. If it had been created in UNIT I'd have destroyed it."

"See!" Martha cheered as Mace stiffened at that. Mac only destroyed products that were beyond the scope of human ingenuity at the current moment, anything that would advance them too quickly she saw to it that it was removed.

"It's the same as finding a…digital camera in King Tut's tomb," Mac offered, "Luke Rattigan did NOT make this himself," she nodded, "He had help."

"Alien help?" Mace inquired.

Mac let out a breath and nodded, "It appears so. I'm working on the biopsy sample presently, but once I've determined HOW those 52 people died, I'll move onto the ATMOS itself," she looked at the man to see him eyeing the device warily, "Don't worry Colonel Mace, I WILL work this out and inform you the moment I have so we can neutralize the threat."

"I've checked the biopsy myself," Martha told Mac, "Whatever it was that killed those people…"

"Poison."

"Poison or anything," Martha shrugged, "It left the system Mac, there's not going to be any evidence of it."

"I'll find something," Mac insisted.

"But it might take too long," Martha shifted, looking at Mace, "Colonel, might I request some added consultation?"

Mac's jaw tensed, "We are NOT asking the Doctor for help."

"Mac, I just think…" Martha turned to her.

"Dr. Jones," Mac cut in, making Martha wince at the title, Mac tended to slip to formalities when she was angry, "You are NOT to contact the Doctor about this, are we clear?" she gave Martha a hard look, "That is an _order_."

Martha looked at Colonel Mace, who could only shake his head, UNIT, the higher-ups, had essentially given Mackenzie the freedom to do as she wished and the authority to, at times, give orders even to him. She didn't often order anyone about, in all actuality she tended to stay in her lab most of the time and let them take care of things, but…she DID have the authority to forbid any of them to do things when she ordered it so.

"Martha...please," Mac spoke, more softly this time, "Please, _don't_ call him in on this."

Martha looked at Mac a long while before she nodded solemnly and turned to go…but she wasn't solemn about being requested not to call the Doctor. She was solemn because…she was about to lose even more of Mac's trust as she stepped outside and pulled out her phone, hitting a number and holding it to her ear.

"Hello?" she nearly smiled, hearing the Doctor's familiar voice, at least he hadn't regenerated since she'd left him.

"Doctor, it's Martha," she took a breath, "And I'm bringing you back to Earth."

~8~

Martha stood at the end of an alley, staring out at a factory across the way. Mace had ordered the seizing of the ATMOS factory. Now that Mackenzie had confirmed that the ATMOS _was_ the cause of death, that it was beyond its time and had an alien influence…he'd ordered them to take the factory and search for any evidence that might help them. She'd requested he put HER in charge of it, because she knew the Doctor would come running the second she called and she needed to be out of the base for that to happen. She HAD to get to him before he waltzed into UNIT…or they would have a dead Time Lord on their hands.

Mackenzie would kill him, and then kill her for bringing him.

She had to be there when he was introduced, she had to be there so that Mac would know it was HER getting him involved and not the Doctor just popping into things. She didn't understand why the girl was so adamant that the Doctor NOT come to UNIT or get involved in Earth's affairs. All the man did was try to help and protect them all and yet Mac refused to have even take that into consideration. Oh the girl admitted he'd helped Earth, but she just…didn't want to have anything to do with him. She could guess though that Mac probably knew the Doctor in the past, that something might have happened to sour her to him, to…disillusion her of the brilliance that seemed to blind everyone who met him.

She'd been the same, blinded by how remarkable he was. She could admit it. She'd been smitten by him and had stuck by him for longer than she should have, putting up with his constant comparisons of her and his beloved Rose, having him string her along the first half of their time together, and then…to see her family get hurt because he hadn't been able to stop the Master in time…that had been what had done it. She'd wanted out, because her family needed her more than he did, and they needed her because of him.

He tried to help, yes, but…what she could see now was that he didn't always succeed. She'd heard from UNIT, about Torchwood, about when there had been that giant spaceship in the sky and people on roofs, that the Doctor had slept through it all. Yes, he'd just regenerated and had fallen into a coma, but…it was true, he couldn't always be on Earth…and that seemed to be Mac's point, HE wasn't, but SHE was.

She took a breath when she heard the familiar wheezing of the TARDIS behind her and turned around to see it fading in and out of existence before it solidified. The doors opened and the Doctor, in all his brown-suited, long-jacketed, sticky uppy haired glory stepped out. She offered him a tense smile, just…looking at him, unsure if she should hug him or if she'd changed her mind and should warn him to run.

She felt so guilty though, it hitting her now that he was actually there that she was betraying Mackenzie. She'd already betrayed the woman once, and now there she was, doing it again. Both times had been for the Doctor as well which had NOT helped her case with the woman at all. Because the Doctor was there now, against Mackenzie's order, against her wishes, and this…was not going to end well for them.

"Martha Jones," the Doctor greeted with a smile.

"Doctor," she slowly moved towards him, her mind racing on whether she should tell him to go or give him a hug…

The Doctor settled that for her when he reached out and grabbed her in a great big hug, "Ah, yeah!" he laughed, setting her down and beaming at her, "You haven't changed a bit!"

"Neither have you," she countered, not sure if that was a good thing.

Mackenzie seemed to have quite an issue with nearly every incarnation of the Doctor. That had been interesting though, how she managed to get little pieces of information out of the woman about him in the form of her complaining about him. It was one of Mackenzie's worst faults, how much she let slip when she was angry. She'd rant and rave and through it all there would be little nuggets of information. It was like her mind didn't even register what she was saying and revealing just that she was angry about it.

Things always slipped out when you were angry, but Mac…she always felt sorry for the girl because it was like she was just perpetually angry. She was short and snippy when her temper started to be ticked, and when she was truly furious…she shouted, a lot. It was such a contrast to the Doctor's own fury, like when he'd dealt with the Family of Blood, Mac was far more vocal where the Doctor just shut down. Most of the time, Mac was fine, she was very…distant though, focused on her work within UNIT, very professional in a way.

Even her attire screamed professional. She couldn't think of a time she'd seen Mac in anything but a pencil skirt and a nice blouse, with her hair in a bun and her glasses on her head. She was older than Martha by well…centuries, but she _appeared _to be only about ten years older, around the age the Doctor looked really. She knew that the woman was only on her 7th self, unlike the Doctor who was on his 10th, but Mac was, from what Martha could gather, far more cautious than the Doctor. She'd asked about regenerations in the past.

Mac had gone very quiet about it, but she'd told her. It felt like a very glossed over version of it, but given the times and reasons she HAD regenerated, she could understand why. The last time, to get to the current Mackenzie, had been her trying to leave Gallifrey before the Doctor had done whatever it was he'd done to stop the war. Four other times had been during the War, and one time had been…well, she'd just said it was personal. She was sure that, if the war hadn't happened, Mac would probably still have been on her second self.

"How's the family?" the Doctor asked, cutting into her thoughts.

"You know," she shrugged, stepping back, "Not so bad. Recovering."

Mackenzie had never met the Jones family, claiming they'd be too traumatized by being tormented by a Time Lord for a year. And she had to agree, Mackenzie took a while to trust people. She cared about humans, in general, though Martha wasn't sure if it was from a genuine fondness or from a knowledge of how their future would affect the universe and needing it to happen for timelines and things. She was a bit…distant when she met new people and her family really needed warmth and acceptance at the moment. Mackenzie could be very protective when she wanted to be, but…it really was best for them to not meet at the moment.

"What about you?" the Doctor looked at her.

But Martha's attention was on someone else, "Right," she nodded, seeing a lovely ginger woman step out of the TARDIS behind him, "I should have known. Didn't take you long to replace me."

The Doctor glanced over to see what she was talking of and gave a small uncomfortable smile, "Now, don't start a fight. Martha, Do…"

"Donna Noble," Martha smiled, she knew who the woman was, of course she did.

Mackenzie…really was VERY determined to never encounter the Doctor again. She had monitoring systems running on two computers that scanned London (on one computer) and the whole of England (on the other) for spikes in Artron energy. Then the programs would hack into one of the UNIT satellites and she'd have an aerial view of the TARDIS, the Doctor, and whoever might be with him at the time. According to Mac it was so she knew where not to go and the men (since he changed his face at times) to avoid on the streets if she saw him. She'd picked up him and the ginger woman after the Adipose event.

Mac had been the one to contact the Adipose Royal family, ordering UNIT to stand down as Adipose were benign, gentle creatures…their nanny being the one to target…and had instructed the family that they would trade. The babies for the nanny. She knew that the Adipose, being such simple creatures, would not have thought to use the pills that Mrs. Foster was using, the science was beyond them, and had negotiated the safe return of the children for the true perpetrator. The Family had been all too willing to trade when they learned what she was as well.

It had served the purpose of getting the 'alien threat' away, punishing the true criminal who, according to Mac, had been breaking intergalactic law and Shadow Proclamation statues and many other things in doing what she had, and also allowing UNIT to add another file for the Doctor's latest companion. Martha had been shocked to find that UNIT had been keeping tabs on her and a few other women that had travelled with the Doctor as well. They'd investigated the ginger woman, one Donna Noble, and made a small collection of the information for it.

"You…you know each other?" the Doctor looked between them.

"I don't think we do?" Donna looked at Martha, confused as to how she knew her.

"Sorry, Martha Jones," she held out a hand to Donna to shake.

"I've heard all about you," Donna smiled, "He talks about you all the time."

"I dread to think," Martha laughed.

"No, no, no. He says nice things. Good things. Nice things. Really good things."

Martha stared at her in horror, "Oh, my God, he's told you everything."

"Didn't take you long to get over it, though," Donna nodded at Martha's hand, "Who's the lucky man?"

"What man?" the Doctor looked at Martha, completely forgetting about how Martha had known who Donna was in hearing that, "Lucky what?"

"She's engaged, you prawn," Donna rolled her eyes, gesturing at Martha's left hand as she held it up, the woman smirking as she showed off the engagement ring on her finger.

"Really? Who to?"

"Tom," Martha beamed, "That Tom Milligan," one of the men she'd met on her trek across the world during the Year-That-Never-Was. He hadn't known who she was at all after time had reversed, but…their connection had been there still it seemed and they'd hit it off, "He's in pediatrics working out in Africa right now. And yes, I know," she rolled her eyes, "I've got a doctor who disappears off to distant places, I've heard enough about it from Mac."

"Who's Mac?" the Doctor blinked at that.

"Um," Martha swallowed, "One of my…friends," if she could call Mac that, she liked to think they were slowly working their way out of a professional friendship and into an actual one.

It had been…interesting, when Mac had met Tom. She'd sworn NOT to do what she had with her family ever again, keeping her life and what she got up to a secret. She'd told Tom, after he'd proposed to her, exactly what she did in UNIT. He knew she worked for them, everyone knew who UNIT was nowadays, but he didn't know she was a field agent at times, or her past with the Doctor. She'd told him everything, she'd always planned to, she'd just…hadn't been expecting him to propose when he had, it had thrown her and she wasn't prepared. She hadn't told him everything up to that point and had thought she'd have more time.

So she'd sat him down and explained it, what she did, who she'd met, things she'd done. And she'd taken him TO UNIT to see what they did and where she worked. Being engaged had given him clearance as well so that he could be shown around. He'd met Mac and…it had been surprisingly touching, that moment. Mac had been a bit hesitant at first, but she'd warmed up to Tom. She'd later found out because Mac was aware that Tom had died during the Year-That-Never-Was and to see him and Martha together now, when they couldn't be then, was…nice.

But she'd also threatened to release one of the viruses the scientific division was only just starting to experiment with on him if he hurt Martha…and emphasized that the 'just starting to experiment' meant that the division had NO idea how to cure it in the end (which was another reason she was there in UNIT, to keep them from wiping themselves out). SHE had told Tom that Mac was just joking later, but she was sure the man was still a little scared of her.

"Is he skinny?" Donna asked, getting back on the topic of Tom.

"No, he's sort of...strong."

"_He_ is too skinny for words," Donna jerked a thumb at the Doctor, "You give him a hug, you get a paper cut!"

"I'd rather you were fighting," the Doctor grumbled as Martha laughed at that.

"Dr. Jones," a woman's voice called, one Martha recognized as Captain Price, "Report to base, please."

"Speaking of which," Martha sighed, knowing that it was all going to come to a head very, VERY soon now that the operation was about to start, "This is Dr. Jones," she lifted the radio, "Operation Blue Sky is go, go, go," she turned on her heel and marched away, "I repeat, this is a go."

She made it back to the end of the alley, watching, knowing the Doctor and Donna were stepping up behind her, to see soldiers, jeeps, and an oversized lorry coming down the road, heading for the factory she'd been staring at before.

"Unified Intelligence Taskforce, raise that barrier now!" one of the soldiers called as the others ran into the building, "Leave your safeties on, lads, it's non-hostiles!"

"All workers lay down your tools and surrender!" a second solder shouted on a megaphone.

Martha swallowed and lifted the radio again, "Greyhound Six to Trap One. B Section, go, go, go! Search the ground floor, grid pattern Delta."

"What are you searching for?" the Doctor questioned.

"Illegal aliens."

"This is a UNIT operation!" went over the megaphone again, "All workers lay down your tools and surrender immediately!"

Martha winced, seeing the soldiers forcing the factory workers to their knees, pulling their hands to the back of their heads in surrender, she'd hoped it wouldn't have been quite so forceful, "B Section mobilized," she shook herself out of her thoughts to give the order, "E Section, F Section, on my command!"

She turned to run off to lead them on, but not before she heard Donna asking the Doctor, "Is that what you did to her, turned her into a soldier?"

Martha had to shake her head at that, she was no soldier.

~8~

Martha stood by the factory's door as her team finished up, looking across the way where the Doctor and Donna were still standing by the alley she'd left them at. Things were ending here, the factory had been seized…there was nothing more she could use to delay, it was time…she had to bring them into UNIT now.

She took a breath and headed across the way, back to them, when the Doctor smiled, spotting something, "You're qualified now? You're a proper doctor."

Martha looked down at her name badge, listing her as a true doctor, and smiled, "UNIT rushed it through, given my experience in the field," she nodded to the side, gesturing for them to follow her, "Here we go," she led them back across the street, towards the oversized lorry, one that they had made their mobile base of operations, "We're establishing a field base on site. They're…dying to meet you."

It was true in more ways than one, Mace, she was sure…if he'd known what she'd done against orders…would be overexcited to actually meet the man that was infamous in UNIT, Mac, she knew…would literally die if she knew she was going to have to meet the man again.

"Wish I could say the same," the Doctor muttered.

"You just might," Martha murmured, she…honestly wasn't sure how the Doctor would react to Mac, to what she was, and what that meant for him. Because…if Mac knew him…chances were, he knew Mac as well.

She pulled open the door and allowed them into the small base, it was like a small room with a few computer stations and monitors on the wall, a small path from the door running along the back. There were two doors at the other end of the room, one to what looked like a small office, and another that was solid, that he couldn't see past, probably a lab though given the cautious sign on the door.

Martha nearly let out a breath of relief when she didn't see Mackenzie there, though she knew it meant the woman was right in the lab, on the other side of the door. She looked over at Mace and headed up to him, "Operation Blue Sky complete, sir," she spoke slightly lower than she would have, but with Mac being so near…she didn't want her voice to carry, "Thanks for letting me take the lead. And this..." she glanced at the Doctor, "This is the Doctor," Mace looked at her sharply, seeing her wince at the firm look he'd given her for that, both of them all too aware she'd just broken Mac's order, "Doctor…Colonel Mace."

Mace gave Martha one more look before he turned to the Doctor, saluting, "Sir."

It was too late now to ask the man to leave.

"Oh, don't salute," the Doctor rolled his eyes at that, making Martha smile slightly.

"But it's an honor, sir," Mace stated, and it really was, no matter the reason or method the Doctor was here…the Doctor was there, it was best to just go with it then and hope for the best, "I've read all the files on you. Technically speaking, you're still on staff. You never resigned."

"What, you used to work for them?" Donna glanced at him.

"Yeah," the Doctor let out a mock-hiss at that, "A long time ago, back in the 70s…or was it the 80s? It was all a bit more homespun back then."

"Times have changed, sir," Mace agreed.

"That's enough of the 'sir.'"

"Come on though, Doctor," Martha looked at him, "You've seen it. You've been onboard the Valiant. We've got massive funding from the United Nations, all in the name of Homeworld Security."

"A modern UNIT for the modern world," Mace said proudly.

"What," Donna scoffed, not at all impressed and not afraid to show it, "And that means arresting ordinary workers? In the streets? In broad daylight? It's more like Guantanamo Bay out there. Donna, by the way. Donna Noble, since you didn't ask. I'll have a salute."

Martha had to smile wider at that, she got the feeling that, if it came to it and Mac ever set foot out of the lab, she'd rather like Donna. They were quite the same, speaking their mind, not easily impressed. Mace though, just looked at the Doctor inquiringly but the Doctor gave him an amused nod.

"Ma'am!" Mace saluted Donna firmly, making the woman nod, pleased.

"Thank you."

"Tell me what's going on in that factory," the Doctor cut in, getting down to business. He knew that Martha wouldn't call him down to the middle of a factory seize just for giggles, there had to be something more going on.

"Yesterday," Mace began, turning to a larger screen in the middle of the other monitors, "52 people died in identical circumstances right across the world, in 11 different time zones. 5am in the UK, 6am in France, 8am in Moscow, 1pm in China…"

"You mean they died simultaneously?" the Doctor cut in, not wanting to hear the other 7 times if they were all the same.

"Exactly. 52 deaths at the exact same moment worldwide."

"How did they die?"

"They were all inside their cars."

"They were poisoned," Martha insisted, "I checked the biopsies…no toxins. Whatever it is, left the system immediately."

"No, it didn't," another voice spoke from behind Martha, they looked up to see a woman stepping out of the lab and walking towards them, her head down as she flipped through papers in her hand, going through reports, "I've told you already Martha, that I was able to extract a sample of the…" she trailed off, more like stopped abruptly, both in speaking and moving when she saw the two people before her.

"Hello!" the Doctor cheered, "I'm the…"

"_Don't _say it," the woman nearly hissed at him.

"…Doc…tor?" he finished, his grin falling at her narrow-eyed gaze.

The woman's jaw tensed, "Martha?" she looked at the UNIT member for explanation.

Martha winced at her tone, knowing it wasn't a good one, "Mac, I just…"

"You called HIM in?" the woman, 'Mac,' turned to Martha, the Doctor frowning even more when he saw she seemed to be shaking in, what he would guess was, anger, "Martha…the ONE thing that I have _ever _asked of you…and you had to call HIM?!"

"Mac I'm sorry, but I just thought we could use some help."

"Oh did you?" Mac scoffed, a bit of…snark coming to her words, "Because from where I'm standing, it sounds to me more like you disregarded the _orders_ of a superior officer. Which, I might add, can have you stripped of your position and removed from UNIT!"

"Come on now," the Doctor tried to intervene, "Isn't that a bit harsh?"

"Isn't _genocide_ 'a bit harsh?'" Mac spat right back at him instantly, making him stiffen, his eyes widening as his mouth dropped open at the sheer amount of…_loathing_ that filled her words, but it wasn't just loathing, no…it was disgust, it was…pure anger…

Who WAS this woman?!

But the woman just shook her head and turned to Martha, "What possessed you to call HIM, Dr. Jones?"

Martha swallowed at the use of her title, Mac did that, she used full names, titles, when she was very, VERY angry, "You were working on the biopsy," she began, "I just though…while you did that, the Doctor could look at the devices and…"

"And even though I told you I was more than capable of handling both, you clearly did not have any faith in me at all."

"What…what devices are these?" the Doctor tried to cut in again, more so to pull the woman's ire away from Martha and to him, even though Martha had called him in, he didn't want her to be the target.

But Mac, without looking, just lifted her hand to the Doctor's face and made a motion with her hand, bringing her fingers, stuck together, to her thumb, like when someone would make a 'talkative' sign with their hand, but more to silence someone else. The Doctor went slightly cross-eyed looking at her hand, a frown coming to his face…he'd…actually had someone do that to him in the past, quite a lot, to symbolize him to 'shut it' without having to say it.

"You were warned once before, Dr. Jones," Mac continued, "When you disobeyed an order…"

"I wasn't a member of UNIT then," Martha reminded her.

But Mac went on as though she hadn't been interrupted, "You are suspended from the field agent position and are confined to the Base or the Factory until the end of this mission, at which point your actions will be submitted for review by the heads of UNIT and your status with the organization will be determined."

"Mackenzie that's not fair!" Martha frowned, not seeing the Doctor's own frown deepen at how she'd used the woman's first name instead of a title or a last name, given the formality of the situation, the Doctor had no idea it was because she DIDN'T have a last name, "All I did was bring in more help!"

Mac just shook her head and turned, shooting the Doctor a scathing look before she stormed back to the lab, the entire base wincing as she slammed the door behind her.

"Um…what devices?" the Doctor asked tentatively, not quite sure if that was a normal reaction or behavior for the woman or if something was genuinely wrong.

He was…shocked, to say the least, by the woman. He'd though she would just be another scientists, she looked the part. With her hair tied back and her white coat and classes, her professional outfit of a charcoal grey pencil skirt and a deep red blouse with a sort of draping neckline. And then she'd looked up and…it was like she'd been confronted with her greatest enemy. And it made no sense to him, he'd never met the woman before!

Well, she…she did seem familiar to him, a little, slightly so. It was…how she'd tried to quiet him, even how she spoke when she was angry, so formal…it was all familiar to him, but he just…he'd met so many people that it was hard to pinpoint where he remembered those gestures from. He'd met people who had had their own ways of shutting him up, he'd heard people who spoke so formally before, but the two…

"The ATMOS systems," Martha swallowed and turned to the Doctor, grateful for him bringing them back to point, she…was hurt, and alarmed at Mac's reaction. Whatever reaction she'd imagined from the girl…even the one where she lunged at the Doctor and strangled him…the one she'd given hadn't been what she'd expected at all.

"What's ATMOS?" the Doctor frowned, glancing at the lab door a moment when they heard some sort of glass shatter, but it sounded more like a purposeful sound, like Mac had thrown something at the wall. Even THAT was familiar to him, but…lots of women threw things when they were angry, right?

"Even I know that," Donna cut in, nudging him, trying to lighten the situation, she had no idea how that woman was, but…she could see her reaction to the Doctor was really affecting Martha and the Doctor, "Everyone's got ATMOS."

~8~

Martha led the Doctor, Donna, and Mace into the back room of the ATMOS factory. They'd explained that the ATMOS was the 'Atmospheric Emission System' that was supposed to reduce the CO2 emissions to 0, something that had shocked the Doctor. The factory they were in was the central depot for the system though there were 7 others throughout the globe.

"And here it is," Mace sighed as they entered the room, moving to a small counter in the middle of the room on which the ATMOS was sitting, "Laid bare. ATMOS can be threaded through any and every make of car."

"You've must've checked it before it went on sale," the Doctor murmured as he moved to peer at it, thinking about how they'd mentioned they feared the ATMOS was alien, apparently that Mac person thought it had alien influence to it, how SHE would know was beyond him though.

"We did," Martha nodded, "We found nothing. That's why I thought we needed an expert."

"Really?" he murmured, distracted, as he slipped on his black rimmed glasses, "Who did you get?" he paused when he heard silence and turned to see the three of them staring right at him, "Oh, right! Me! Yes! Good…" he trailed off a moment, before glancing at them again, "Didn't that…Mac, was it?"

"Mackenzie," Martha nodded, "Yeah."

"Mackenzie what?"

"Just…Mackenzie," she offered, till the Doctor gave him a questioning look and Donna's eyes widened, glancing between the Doctor and Martha at that very familiar response, "She's um…a deep operative," Martha shifted slightly, "We don't know her name so we call her Mac."

"Any reason for that?" he blinked.

"MacGyver," Mace stated.

"Who?" Donna frowned.

"Um…it was a television show," Mace stumbled, feeling dated that they were staring at HIM now for it, "MacGyver had a tendency to create tools and other useful objects out of some ordinary ones…Mackenzie has a knack for the same."

The Doctor nodded at that, "You…didn't have HER look at this?" Mac had mentioned that she was going to look at the device after she'd finished her examination of the biopsy…so clearly she was aware something was wrong with the device as well.

"No," Mace remarked, "Our team saw no signs of alien technology at play and it was determined not to have her examine it further."

The Doctor gave another nod at that, turning back to the ATMOS, but Donna frowned, eyeing Martha and Mace suspiciously as they glanced at each other. She could tell, even if the Doctor was an oblivious Martian, that there was something else going on here.

"I should um…go check on her," Martha added, "See if I can't argue my case or apologize."

"Martha," the Doctor called as she turned to go, Mace already stepping out of the room, "I'm sorry…if my being here caused trouble for you…"

Martha offered him a smile, "I knew I'd be in it when I called you," she waved him off, "And I did it anyway," she chuckled, "Learned that from the best," she winked at him, making him smile as she headed out.

~8~

Mackenzie was sitting in her lab, typing on one of the computers as she set up a program to scan the space around the Earth, if the ATMOS were starting to be activated…then it wasn't hard to work out that the aliens that influenced its design were watching, and likely close by. She had to keep stopping and backspacing her programs though, her hands were shaking so badly that she could hardly get the proper formulas and commands in.

She sighed, pulling her hands away from the keyboards and rubbed them, taking a deep breath to try and calm down. She could understand why Martha had called the Doctor in. In the grand scope of her time in UNIT, Martha had spent more time with the Doctor, knew what he was like and what he was capable of more than with her. She would trust the Doctor to get this sorted more so than she'd trust HER to do it. She understood that part…she was disappointed and angry that she'd disobeyed her order NOT to call him, hurt that she'd disregarded her request not to call him in, and just…frustrated that Martha hadn't warned her first.

She'd walked out of the lab, expecting that she'd just have to tell Martha her findings, tell her that she'd managed to identify the poison's components to within only 10% being unidentified, and that she could start to examine the ATMOS…only to see the one person in all the Universe she did NOT want to see standing right there.

A little warning would have been all she'd need. She'd have stayed IN the lab and not stepped out if that were the case.

She moved her right hand to her left wrist, her dominant hand being her left in this time, where she was wearing a small bracelet, a suppressant, one that was meant to block numerous things about a person when encountering others. It canceled out scent, it canceled out brainwaves, it canceled out any psychic residue on her that other telepaths might pick up on. It was needed when working with UNIT, with the various aliens they encountered she couldn't risk them seeing her as anything but human. They needed to underestimate her so that, if it came to it, her trump card of her biology and species could be used to fight them back.

She paused though, when she heard a soft knock on the lab door before it opened and Martha walked in. She didn't even look over, just went right back to her work.

"Mac?" Martha called, stepping into the room and closing the door behind her, "Look, I'm sorry I called the Doctor but…we needed the ATMOS looked at and I didn't want to interrupt your research on the biopsy…"

"Martha," she cut in, "I told you," she looked at her, "I told you before UNIT cleared the ATMOS, that you should have let me look at it first. I know weapons when I see them, I've built them in the past, I CAN recognize them," she frowned, "Or have you forgotten?"

Martha closed her eyes, letting out a breath, recalling when Mac had made a weapon for her once before, "No, I haven't."

"You betrayed my trust then too."

"That was different!" Martha insisted.

"I only gave you that gun when you SWORE to me you'd use it," Mac shot her a glare, "And what did you do? You let the Master destroy it!"

"I needed to get back to the _Valiant_! The Doctor had a plan and…"

Mac scoffed, "'The Doctor had a plan' should be the WORST reason to do anything! He never has one Martha, NEVER, he has a vague hope, a 'thing,' he makes it up as he goes. That should hardly ever be used to instill that much blind faith in him!"

"Is that why you don't trust him?" she crossed her arms.

"I don't trust him because he betrayed my trust too," Mac frowned at her, "He betrayed my trust and faith in him, he abandoned me, and then…he destroyed my _entire planet_," she watched as Martha shifted, "Or did that just slip your mind that that man YOU decided to look to for help murdered an_ entire planet_, my FAMILY among them?"

"Mac…"

But Mac shook her head, "You let your affection for the Doctor influence you to bring him into a situation that he didn't need to be a part of Dr. Jones. I have been with UNIT for years…I've done more than enough to have earned _your_ trust and yet you still don't give it…"

"You don't trust ME," Martha countered.

"I did, once," Mac reminded her, "YOU were the one who threw it away."

And with that, she turned back to the program, typing away as Martha sighed and stepped out of the room, Mac continuing her work only until she'd input the last command. She took just a moment to watch the program running, before she got up and moved to her examination table, picking up the ATMOS and beginning her examination of it. She'd given it a brief look before, but now…now she needed to dismantle it and really see how it worked.

For one brief moment, she considered how much easier it would be to take it apart if she'd had a sonic screwdriver with her, before she pushed the thought out of her mind, she was NOT the Doctor, she didn't need a sonic to do everything for her. Instead, she pulled a drawer open beside her and grabbed a handful of the odds and ends she'd tossed there, pulling out a paperclip and a thumb tack and getting to work, the creases and screws were too small to be taken out with actual tools, improvisation was needed.

~8~

The Doctor followed Mace through the factory floors as Martha and Donna headed out to investigate the workforce. While he'd been examining the ATMOS, Donna had found the personnel files, found a binder reserved for sick days and learned that there were NONE, at all. There was clearly something very wrong with the men and women working for the ATMOS team and Mace had ordered Martha, who had returned rather downtrodden from speaking to Mac, to examine them, the woman having asked Donna to help her. That left him and Mace alone to talk more about the system itself.

"So, this…this ATMOS thing, where'd it come from?" the Doctor asked the man.

"Luke Rattigan himself," Mace answered.

"And himself would be…"

Mace crooked a finger and led the Doctor out of the factory and back to the mobile base, though the Time Lord noted that Mace hesitated before allowing him in, as though checking for Mac before stepping aside. They walked over to a computer, one of the smaller ones, Mace bringing up the profile that had been collected for Luke.

"Child genius," Mace explained, "Invented the Fountain 6 search engine when he was 12 years old. Millionaire overnight. Now runs the Rattigan Academy. A private school educating students handpicked from all over the world."

"A hothouse for geniuses," the Doctor nodded at that, starting to smile, "Wouldn't mind going there," he glanced at Mace to see him frowning at him, confused, "I get lonely."

"Ah," Mace nodded, "I'm afraid we've been unable to provide Mackenzie sufficient stimulation as well," he agreed, and now it was the Doctor's turn to frown at him confused, "She's…rather brilliant."

"She's rather angry isn't she?" the Doctor countered, glancing at the closed lab door.

"Yes, she…" Mace took a breath, "She's been through quite a lot Doctor. I don't even know most of it, but what I DO know…she's lost quite a lot quite suddenly and she hasn't been able to find closure from it."

"That's no reason to take it out on everyone else. Martha was only trying to help."

"It wasn't that. It was…" he hesitated, "It was WHO she asked for help."

"Right," the Doctor sighed, "This Mac…she doesn't particularly like me, does she?"

"Not at all, sir."

"No more 'sir,'" the Doctor rolled his eyes at that, "But, um…listen…is there a reason WHY she doesn't like me?"

"I…believe it stems quite a bit from what you…were forced to do to Gallifrey," Mace offered.

The Doctor looked away at that, "I thought as much," he murmured, recalling her snap of 'genocide' before, but…why should it bother HER what he'd done? It wasn't like it was her planet, her family he'd destroyed. She was human, as far as he could tell, maybe she was just one of those people who were pro-life in every single sense, anti-war, anti-death sentence, that sort. To her…it probably seemed like he'd taken the 'easy' way out, even though there was nothing at all that was easy about it.

"Well then, time to get out of here and meet this Luke Rattigan for myself," he nodded, straightening as Mace turned to lead him out.

~8~

"So this Mackenzie," Donna began as she puttered around one of the offices in the ATMOS factory, "This…'Just Mackenzie,'" she gave Martha a pointed look.

"What about her?" Martha asked, calm, not letting anything on.

"Martha," she straightened, "'JUST Mackenzie?' Isn't that like 'JUST the Doctor?'"

"No," Martha shrugged, "Lots of people have just one name."

"We'll it's not like she's Cher or Madonna," Donna rolled her eyes.

Martha sighed, it was hard, not to tell Donna about Mac, especially not to tell the Doctor about it, given what Mac was. It was just…Mac had put so much effort into keeping others from finding out what she was, because of how useful it was to reveal it for shock and threat to others, she'd spent months apparently, working on that bracelet of hers. Mac did NOT want anyone to know she was a Time Lady.

Not even the last Time Lord.

"Well she's just Mac," Martha defended, she'd already betrayed her 'friend' enough in calling the Doctor, she wasn't going to reveal this until Mac was ready to.

Donna sighed, seeming to sense that, "Do you think I should call my mum? About the ATMOS in her car?"

"Better safe than sorry," Martha agreed.

"I'll give her a call," Donna started to go, when Martha called out to stop her.

"Donna…do they know where you are? Your family, I mean, that you're travelling with the Doctor?"

"Not really. Although...my granddad sorta waved us off. I didn't have time to explain."

"You just left him behind?"

"Yeah," Donna breathed, as though seeming to just realize how it sounded, what she'd done.

"I didn't tell my family," Martha confided in her, "Kept it all so secret and it almost destroyed them."

"In what way?"

"They ended up imprisoned," Martha swallowed, "They were tortured…my mum, my dad, my sister. It wasn't the Doctor's fault, but you need to be careful. Cos you know the Doctor, he's wonderful, he's brilliant, but he's like fire…stand to close and people get burned."

She hesitated in adding more, "Mac…she's got this thing against him…"

"You're tellin' me," Donna rolled her eyes.

"Thing is…she's got a good reason to," Martha added, "The Doctor, Mac DOES know him, she knows what he's like. And…she was hurt too, badly, in…far more ways than one. She hasn't told me all of them but…" she bit her lip a moment, "I can tell that the ones she hasn't said really, deeply hurt her. That was why she was so angry about seeing him again."

"She's scared," Donna realized.

"Mac?" Martha laughed, "She's only scared of Daleks and spiders," she shook her head.

"Dolls?" Donna blinked at that, not quite sure why the woman would be afraid of them…unless it was those sort of china doll ones, those could be rather terrifying in the wrong light.

"Never mind," Martha waved her off, realizing what she'd just given away in what she'd said, "The point is…she's proof that _the Doctor_ can hurt people and not just the events that happen around him. From what I can gather…Mac was hurt BY him, not by his enemies. So please, Donna, just…be careful."

Donna nodded and turned to go and call her mother.

~8~

Mac looked up as a beep sounded on her monitoring program. She set her small soldering device down and carefully placed the exposed ATMOS to the side, pulling up her glasses as she went to the computer. She leaned over, looking at it and frowned, a teleport had just gone off…inside the Factory.

"Just bloody brilliant," she muttered, before taking a seat before the monitor, typing in codes to try and track the teleport.

She'd been working on the ATMOS for quite a while, had actually managed to find a small temporal pocket in the device, one that kept a mechanism hidden a single second out of sync with time. The humans really should have let her look at the device properly before they'd given clearance. She'd managed to find the pocket, it had taken her a few hours, longer than she knew it would if she'd had a sonic, but she didn't need it. She'd found it eventually though.

Now she knew how the ATMOS worked, she knew there was a poison and the majority of what made it, and now…she knew the enemy was watching. She just had to work out which enemy it was and she'd be able to negotiate with them like with the Adipose. She just had to hope her tracks and traces were up to par as they reverse tracked the signal from the teleport to the factory back to its origin and…

She grinned as the computer flashed, a box popping up with a satellite image of the Earth, a small blip going off just a few miles above it. She tapped away, zooming in on the image more and more, using the satellite to track it.

She let out a breath and rubbed her eyes, "Never would have guessed Sontarans," she murmured.

This was not the way they fought, they were more 'face the enemy for the glory of Sontar!' and fighting in actual wars than doing this. ATMOS? Poison gas? It had to be gas, how else would the victims have died within their cars with nothing in sight and no hint of any other sort of struggle. They'd breathed in the poison, they hadn't drank it, or eaten it, all their stomach contents were different according to autopsy reports. The only thing the same was the ATMOS, and if the poison was breathable, then it had to be a gas.

Doing this and fighting from the sidelines, from the shadows…it wasn't glorious or honorable or anything the Sontarans upheld, so why attack like this?

She looked at the computer when another beep sounded, seeing dotted lines appear from the ship to Earth. She frowned and typed in another command, trying to see what that was…to see it was a transmission of sorts, like…a control…

She sat closer as she moved to track the transmission, seeing what they were doing. She could guess that they were trying to activate another ATMOS device…she just needed to find out who it was…and nearly groaned when she found it.

A UNIT jeep, the only one that had been deployed was the one to take the Doctor to visit Luke Rattigan. Mace had come to tell her that earlier and to apologize for Martha, he had, apparently, no idea that she had called the Doctor in, but there was little he could do with the man already there.

For one single second, she was tempted to let the Sontarans do whatever they wanted to that jeep…but she had to remind herself, it wasn't just the Doctor there (the man could still regenerate) but another UNIT soldier as well. She couldn't let the human die just because she was cross with the Doctor.

So she got to work, trying to block the signal. Knowing that it was Sontaran origin now, she had a better idea of how to cancel the signal out. She kept track of the jeep's progress in the process, the jeep kept veering left, heading for a river, as she typed faster needing it to stop. She had tried to open the doors remotely, but they were deadlocked by the ATMOS so she really needed to get that signal to be disrupted.

She let out a small cheer as she saw the dots disappear, the connection broken, and, what's more, the signal had been so damaged in her efforts that the ATMOS itself was so confused by the different signals that it was short-circuiting.

Which was perfect as in that it wouldn't take the jeep over again, but not quite good in that it meant the Jeep wouldn't run at all and the Doctor and the private would need to find another way to UNIT.

She bit her lip a moment, trying to think of anything at all she could do besides the thought in her head. She could send someone else after them, tell them the path to take but…she couldn't risk the Sontarans trying to activate that Jeep again. The fact that they had first teleported into the factory made her think they were either there, or that they had some way of watching them. If she alerted anyone to what she wanted the jeep for…the Sontarans would attack. Being who she was, what she was, she had access to the jeeps, she could just go take one…

But that would mean having to be in a car with the Doctor for…longer than a second, and that was too long. She was sorely tempted to just…leave the Doctor out there, if he was trapped out on the streets…he wouldn't be there for the negotiations she would have to set up. He really was the most rubbish negotiator in the universe, he tended to just insult people all the time and that was not what they needed for this.

She got up and headed out of the lab, being sure to lock the door behind her, UNIT, last time she'd left it unlocked, had mucked up all her work. She let out a breath and headed out of the base and out to the open air, taking a breath of it…only to see Martha striding across the plant floor…with two soldiers on either side of her, two rather blank-faced soldiers. She frowned and made her way over to the woman…

Only to stop short, nearly gagging as the worst smell she'd ever gotten a whiff of hit her. Clone. That was the only thing going through her head at the moment, Martha…it wasn't Martha, it was a clone.

The clone looked down as Martha's mobile rang and picked it up, "Don't tell me…" she answered, even her voice sounded off, almost flat, "Donna Noble."

"Martha, hold on, he's here," Mac could hear Donna speak as she walked close to Martha but behind her.

"Martha!" the Doctor was on as well, "Tell Colonel Mace it's the Sontarans. They're in the file, Code Red Sontarans. But if they're inside the factory, tell him not to start shooting, UNIT will get massacred. I'll get back as soon as I can. You got that?"

"Code Red Sontarans. Gotcha," she closed the mobile and turned around, "Oh, Mac!" she blinked, "Did you need something?"

But before Mac could answer, Mace walked over, "Dr. Jones, found anything yet?"

"No, sir, nothing to report," Martha stated, turning to walk off as Mace turned to Mac, distracting her.

"And you?" he inquired.

"More than I wish I had," she muttered, before striding away. She moved quickly through the factory, heading to the docking bay, to where they'd put some of the jeeps and got in one, "You owe me so much Martha," she muttered, before racing off.

She turned a corner and raced away, needing to get to the Noble house, if Donna was there and, according to Mace, she'd been brought home, then the Doctor had to be with her at her home instead. But, just as she'd reached the open roads to town…she jammed on the brakes, staring in horror as all the cars with ATMOS stickers, practically all of them, went off, spewing gas out of them, filling the streets and the sky with the poisoned yellow gas…

To be continued...

A/N: And there we have the first chapter :) I hope you enjoyed it and Mac :) We'll learn much more about her as we go :) For a reference, to help picture her, I see her looking something like Jennifer Garner ;)


	2. The Poison Sky

The Poison Sky

"This is _never_ going to work," Mac mumbled to herself, leaning forward to look out the windshield of the car, scanning all the other vehicles she could see on the Noble's block…before she grinned, "But that will!"

She turned and threw open the door, running across the street to an old black cab, one that didn't have an ATMOS sticker in it, she pulled a paperclip out of her pocket and moved to the lock of the cab, twisting it into the key slot and pulling the door open. She ducked under the steering wheel and pulled a small compartment open, exposing the wires. She grinned, grabbing a handful of them and searching through for the right ones to strip and cross, getting to work hotwiring the car.

"Yes!" she cheered, sitting back as the car turned on. She turned, pulling out of the driveway and into the street…only to see one of the UNIT soldiers, Ross, she remembered from the files she'd read on every member of UNIT, standing there, staring at her in shock, "Get in or go away!" she shouted to him, unlocking the door beside her.

Ross shook himself out of his surprise and moved to get in, Mac speeding down the street towards the Noble's home.

She swallowed hard as they pulled up, seeing the Doctor standing with Donna before an older man and a middle-aged woman, "Get inside the house," he was ordering the humans, "Just try and close off the doors and windows."

"Doctor!" Ross called as Mac stopped the car, "This one hasn't got ATMOS."

The Doctor turned around to look…blinking and stiffening when he saw Mac in the driver's seat. They looked at each other for a moment, before he shook his head and turned to Donna, "Donna, you coming?"

"Yeah," Donna turned to go with them.

But her mother grabbed her arm, "Donna! Don't go! Look what happens every time that Doctor appears! Stay with us, please."

Mac took a breath, unable to disagree with the woman's opinion of the Doctor, but knowing he wouldn't leave without Donna and Donna wouldn't leave if her mother didn't let her go and they didn't have time to waste. She pushed the door to the cab open and got out, striding up to the house, "Mrs. Noble," she pulled out an ID and held it up for the woman to see, "Special Agent Mackenzie, of UNIT, I'm sorry ma'am, but we require your daughter's assistance."

"Assistance for what?!" Mrs. Noble glared at her.

Mac raised an eyebrow at that, before she gestured around at the thick gas filling the air around them, "I would think it would be quite obvious."

Mrs. Noble scoffed, "And how's _Donna_ supposed to help with that? She ain't that clever sweetheart."

Mac's expression hardened at that, "I think you will find that your daughter is _far_ more clever and open-minded than yourself, ma'am," she added the last word in a more condescending manner, "Perhaps if you would show her some encouragement instead of cutting her down she would SHOW it to you."

Mrs. Noble did a rather award-winning impression of a fish for a moment or two before she recovered, "How _dare_ you speak to me like that?!"

"Ma'am, I do not have time to stand here and argue with an inferior mind, I'm sorry, I tried to be courteous, but we're taking your daughter to UNIT headquarters to better assist us with our operation. And maybe, just maybe, your daughter will help save the world. Can YOU claim to have accomplished that?"

And with that, Mac turned and grabbed Donna's arm gently, quite in contrast to the harsh tone of her words, leading the stunned woman who was staring at her with wide eyes and an open mouth for what she'd said to her mother, to the cab.

"Doctor!" Mac snapped when the Time Lord just stood there, gaping at her, mimicking Mrs. Noble's expression quite well actually.

He shook himself out of his shock and ran for the cab, getting into the back with Donna as Mac moved around to the passenger's seat, Ross having taken the driver's place when she'd first gotten out of the cab.

It was quiet as they turned and sped down the street, though, because of that, Mac was able to hear the whispered, 'thank you,' from Donna quite clearly, though she gave no indication she'd heard it.

~8~

Ross swerved the car to the side as they pulled up to the ATMOS factory, the Doctor, Donna, and Mac getting out, "Agent Ross, take the car to the docking bay," Mac ordered, "Report to your unit officer."

Rose nodded, "Yes, ma'am," he grabbed a radio, "Greyhound Forty to Trap One, I have just returned Agent Mackenzie and the Doctor to base safe and sound, over."

Donna started to cough as Ross pulled away, trying to breathe through the gas which seemed to be getting thicker and thicker by the second, "The air is disgusting!"

"It's not so bad for…me," the Doctor frowned, seeing Mac striding back into the UNIT base, perfectly at ease, as though not even affected by the gas…odd that was, she was handling it remarkably well for a human, a little TOO well, "Go on," he turned to Donna though, "Get inside the TARDIS. Oh, never given you a key!" he pulled one out of his pocket, holding it up to her on a string, "Keep that! Go on, that's yours! Quite a big moment really!"

"Yeah, maybe we can get sentimental after the world's finished choking to death!" Donna quipped, snatching the key.

"Good idea!" he grinned before he turned to run off.

"Where are you going?"

"Stop a war!" he headed for the base, rushing inside it as Donna turned to go for the TARDIS, "Right then," he cheered as he entered, "Here I a…" he trailed off when he heard what Mac was saying to Mace as she stood before the colonel.

"Colonel Mace, do _not_ engage the Sontarans," she was stressing, "They are the epitome of a soldier, they are universal warriors, they will fight you without a moment's thought and you will die."

"Should we negotiate with them?" Mace frowned, quite used to her bluntness, "Is that possible?"

"Just leave this to me!" the Doctor called, cutting into their debate, he would have been curious how Mac knew about Sontarans, but he was sure that UNIT had to have them on file, they'd attacked Earth a few times in the past.

"Yes, because THAT'S just a _brilliant_ thing to do," Mac glared at him, "Leave it to the Doctor…to muck it all up."

"What _are_ you going to do?" Mace looked at him, concerned.

The Doctor frowned for a moment, he was…used to people just trusting him, cos he was 'the Doctor' after all, but…it seemed like Mace was more inclined to believe Mac's view of him than Martha's. It was…upsetting that someone he hadn't even met had had such a terrible outlook on him, "I've got the TARDIS," he explained, "I'm gonna get onboard their ship," he frowned more, seeing Mac roll her eyes and stride off to the lab, before he looked at Martha…a rather…dead-eyed Martha…who smelled rather a bit like a clone, oh blimey this was going to get complicated wasn't it? But he had little time to think on that, "Come on!" he called to her, rushing off with her after him.

Mace sighed and looked at the lab door, heading over to it, "Mackenzie…" he began as he stepped in.

"The TARDIS is gone," she cut in, standing before one fo her computers, the one that was meant to track the TARDIS when it landed in England, "The Sontarans took it."

Mace closed his eyes, "Then we have no choice but to contact the Sontarans then?"

She shook her head, "Sontarans _don't_ negotiate Colonel Mace, they fight, that's it, that's all."

"Then we fight," he nodded.

She scoffed, "They've been warriors since creation," she shot him a look, "They've weapons beyond your imagining, and they have ways to STOP your weapons from ever harming them. THAT'S what I don't understand about all this. They could obliterate you within an hour and yet they're trying to just…poison you?"

Mace sighed at that, "I thank you for your overwhelming concern for the human race."

She rolled her eyes, "This isn't how Sontarans typically fight, _that's_ the point. There's something else going on here, this poison…" she got up and moved to her clipboard, "Now that I know it's Sontarans, I can guess what the last 10% I've been unable to identify is. And if it IS what I think it might be…" she shook her head, "It's like with the Adipose. And if two very different species are trying to do the exact same thing…" she blinked, "There's something far worse spreading throughout the Universe…"

"If we cannot negotiate and we cannot fight…" Mace looked at her, more concerned with the current situation than a universal speculation, "What can we do then?"

"Let me fix it," she glanced up at him, "I joined UNIT for one purpose," she gave him a meaningful look, "Let me serve it."

Before Mace could even open his mouth to agree with her plan, her having proven herself repeatedly in the past, they heard the doors of the base burst open as the Doctor and the Clone ran in.

"Change of plan!" the Doctor called.

Mace turned and headed out of the lab, Mackenzie following slightly behind him, standing in the doorway, "Good to have you fighting alongside us, Doctor," Mace nodded.

"I'm not fighting, I'm not-fighting, as in not hyphen fighting, got it?"

"That seems to be your MO, isn't it?" Mac remarked scathingly, "Not getting involved, not fighting. Always running away the like coward you are."

The Doctor sent her a hard look, "Don't presume to know who I am," he shot back at her.

"I don't need to 'presume' anything," she fired right back, "It's a_ fact_. You couldn't even bring yourself to stand by your own people for_ years_," she shook her head at him, "All the while they fought and DIED for their planet, and where were YOU? Off on a rompe in your bloody TARDIS."

"If," Mace cut in, seeing the Doctor looking alarmed at her knowledge of the war, "We could maintain a sense of decorum?" he looked between them, "This is not the time nor the place for petty bickering."

"Petty?" Mac scoffed.

"Bickering?" the Doctor looked at Mace, it was more like an all out attack on his character.

"The gas is spreading," Mace reminded them, feeling quite a bit like he might end up dealing with rowdy and cross two year olds by the end of the day than two fully grown adult aliens, "And we are not entirely certain what it is, are we?" he shot Mac a look as the woman rolled her eyes.

"It's harmful, but not lethal until it reaches 80% density," an older blonde woman stood, "We're having the first reports of deaths from the center of Tokyo City."

"And who are you?" the Doctor glanced at her.

"Captain Marion Price," Mac stated.

"Sir," Price gave him a salute in greeting.

"Oh, put your hand down," he grumbled, "Don't salute."

"Mackenzie was able to trace a signal, Doctor," Mace continued, "Coming from 5,000 miles above the Earth," he watched as the Doctor looked at Mac in a cross between being impressed and suspicious at how she'd been able to do that, "She has confirmed that it was what triggered the cars."

"And how'd you manage to do that?" the Doctor looked at Mac.

"I'm clever," she crossed her arms, daring him to counter that, "It's the Sontaran ship," she nodded at the large monitor where her footage and program were running, showing her data.

"NATO has gone to Defcon One, we're preparing a strike," Mace informed them with a hint of regret that it seemed the earth was going to war against Mac's wishes, but it had all happened before the woman had warned them not to engage the Sontarans.

"I told you NOT to do that!" Mac shouted.

"You can't do that," the Doctor said at the same time, before adding, "Nuclear missiles won't even scratch the surface. Let me talk to the Sontarans."

"NO!" Mac snapped, sounding so vehement that it actually startled quite a few of them in the room, "Don't you DARE let him talk to the Sontarans."

"I'm sorry Doctor," Mace agreed with her, "You're not authorized to speak on behalf of the Earth. If we were to try and negotiate, Mackenzie would speak to them as she did with the Adipose."

The Doctor looked at Mac, shocked, "YOU were the one speaking to the Adipose?"

That was…beyond human ability. He'd heard it, on the monitor when he and Donna had tried to stop Mrs. Foster, he'd heard the Adipose family speaking, but…it was like they were talking TO someone and tha someone was responding. It was someone informing them of the crime Foster was committing on Earth. What's more…it was done in Royal Adiposian. He didn't think UNIT possessed the translation technology to do that…now it seemed it hadn't been their technology at all.

"Yes," she said slowly, as though speaking to an idiot, "And I have already informed Colonel Mace, repeatedly, that the Sontarans are NOT to be negotiated with."

"Oh there's always something you can use to negotiate," the Doctor grinned, turning to Mace, "Just let me talk to them Colonel, I know _exactly_ what to say to get them to listen."

Mac looked at Mace with a frown, seeing the man actually seeming to consider it, "Do NOT let him Colonel!"

"He DOES have…ample experience dealing with Sontarans," Mace agreed slowly, "The files prove it…"

"But he has even less experience fighting IN a war, or being a true warrior! He _will_ muck this up!"

"YOU don't have that experience either," Mace glanced at her, flinching when he saw the complete look of loathing directed at him.

Mac's jaw clenched at that, before she shook her head disbelievingly, "After everything I have done to help you, to help this planet, you choose HIM too?" she scoffed, "Fine, go ahead, let him talk to the Sontarans. I guarantee you he'll just insult them and start an intergalactic war. That's all he's good for, starting battles and then running away from them, leaving it to others to try and pick up the pieces."

"And how, exactly," the Doctor glared at her, very offended by her accusation, even more wounded because of how true it was, "Have YOU been 'helping' besides standing there making snide remarks about things you don't understand?"

Mackenzie let out a hallow, angry laugh, "You_ really_ want to go there?" she shook her head, "You really want to know how I've helped?"

"Yes," he gave her a firm look, "I rather think I do."

"A gun," she stated, "A gun in four parts," the Doctor froze, staring at her in shock, knowing exactly what gun she was talking about, "Each part filled with a chemical that can, when mixed, kill a Time Lord dead when shot at said alien. Sound familiar?"

"How…how do you…" he shook his head at her, "How do you know about that?"

"Because I built it," she snapped, "That's what I do, I build things, I make weapons. Only the person I gave it to, who _swore_ to me that she'd USE it…let it be destroyed."

"No I mean…" the Doctor blinked rapidly, "How do you remember that?" how!? How was it possible? The Year-That-Never-Was…well, never was! It was impossible for any human not in the eye of the storm to remember that! "Who are you?" he breathed, because she certainly wasn't human.

She shook her head, "Like I would tell you," she sneered, "I have better things to do than waste my breath explaining it to you. No…you want to know, you work it out yourself."

"How?" he called as she turned and headed back to the lab.

"Stop using your mouth and start using your brain!" she shouted, slamming the door shut, making him wince, but…

Her words…that phrase…there was only _one_ person who ever said _that_ particular phrase to him. But…it couldn't be her. It _couldn't_ be…

But it would explain the anger.

He looked down, blinking and shaking his head, closing his eyes a moment. It…HAD to wait, as much as he wanted to confront her about it, as much as he could feel the hope bubbling inside him…it had to wait. The humans, an entire planet's worth, were going to die if he didn't stop the poisoned gas. It was up to him now, he supposed, Mac had made it amply clear that they'd royally angered her and, if she was who he thought she was…she never thought clearly when she was angry. It might really be JUST up to him to get this sorted.

He swallowed, casting a glance at the lab door before he turned to the control panel and flashed his sonic at it…he had Sontarans to negotiate with.

"Calling the Sontaran Command Ship under Jurisdiction Two of the Intergalactic Rules of Engagement. This is The Doctor."

The main monitor flickered, one of the Sontarans, more like a walking, talking baked potato appeared on it, "Doctor, breathing your last?"

"My God, they're like _trolls_," Mace breathed, stunned. He'd read about them in the files, but there hadn't really been any pictures…they looked…worse than the files mentioned.

"Yeah, loving the diplomacy, thanks," the Doctor muttered to him, before confronting the Sontarans again, "So, tell me, General Staal, since when did you lot become cowards?"

"How dare you!" Staal cried.

Mace closed his eyes, shaking his head…Mac…was entirely right about this wasn't she?

~8~

Mac sat in her lab, examining the 10% of the poison under her microscope, not even looking up when she heard the door open or a man with sticky-uppy hair peek in. Whatever he was about to say was cut off when he saw the state of her small lab, all of it was her own computers taken from her main room at UNIT, all of it adapted, all of it upgraded, all of it looking a mess, but it was all she had to go with.

She knew the look on his face, awe, impression, confusion, nostalgia, and she didn't even need to see his face to know that's how he looked.

"I…"

"Get. Out," she cut in, not letting him speak.

"I just…"

She turned to glare at him, "I said get out of my lab."

"I…I just wanted to talk…"

"You always want to 'talk,'" she muttered, "Fair warning, I won't listen," she pushed the scope away and turned, jotting something down on her notepad before she got up and stormed out of the room, nearly shoving past him if he hadn't moved to the side to get to Mace.

"No," he sighed, "You never do when you're cross," he murmured under his breath.

"Carbon monoxide, hydrocarbons, nitrogen oxides, and I was right, the last 10% is caesofine concentrate. One part of Bosteen, two parts Probic 5."

Mace blinked, "And…that 10% is…"

"Clonefeed," the Doctor and Mac said at the same time, but before Mac could so much as throw a glare at him, Price called out.

"Launch grid online and active!"

"Positions ladies and gentlemen," Mace turned to the others, "Defcon One initiatives in progress."

"I told you not to attack them!" Mac shouted, "And since you clearly don't listen to me, even the Doctor told you not to!"

"The gas is at 60% density, 80% and people start _dying_. I'm sorry but we've got no choice."

"Launching in 60, 59, 58, 57, 56…" Price reported, "Worldwide nuclear grid now coordinating. 54, 53..."

"You're making a mistake, Colonel!" the Doctor stepped up, "For once, I hope the Sontarans are ahead of you."

"They will be," Mac muttered, casting a glance at 'Martha.'

"North America, online," Price continued, "United Kingdom, online. France, online. India, online. Pakistan, online. China, online. North Korea, online. All systems locked and coordinated. Launching in 10, 9, 8, 7, 6, 5..."

"God save us," Mace breathed, not seeing the Doctor and Mac looking at the Clone intently.

"...4, 3, 2, 1..."

So no one but them saw the Clone lean over and tap something on a PDA.

"0."

Mace blinked as the screen shut off, "What is it? What happened? Did we launch? Well, did we?"

"Negative, sir. The launch codes have been wiped, sir. It must be the Sontarans."

"Can we override it?"

"Trying it now, sir."

"Missiles wouldn't even dent that ship, so why are the Sontarans so keen to stop you?" the Doctor murmured.

"They're trying to convert the Earth to a breeding planet," Mac deadpanned, "Now if you'll excuse me," she looked at Mace, "I now need to go devise a safe way to counter the poison before this one," she jerked a thumb at the Doctor, "Decides to go to the extreme and, I dunno, set fire to the atmosphere and risk destroying the ozone layer entirely."

"I wouldn't destroy the Ozone!" he yelled after her as she headed for the lab once more.

"You wouldn't destroy a lot of things that would be better off obliterated," she shot back, not even turning around before she disappeared behind the door.

"Colonel Mace," the Doctor moved over to him, his voice dropping, he just…he needed to know, "Mac, er Mackenzie…" he took a breath, he…

_Did_ he want to know? Did he really? What if she wasn't? What if she was just someone who reminded him too much of someone he'd once known? What if she was really just human? After losing the Master…could he really just let his hopes get that high and have them crushed?

But…what if she WAS? What if she really was who and what he thought she was? He…needed to know.

"Is she…"

"Enemy within!" the radios suddenly crackled to life as Ross's voice screamed out over it, "At arms! Greyhound Forty declaring absolute emergency. Sontarans within factory grounds, east corridor grid six."

"Absolute emergency," Mace ran to the radio, "Declaring Code Red. All troops, Code Red!"

"Get them out of there!" the Doctor shouted.

"All troops, open fire!"

A moment later Ross was back, "The guns aren't working. Inform all troops, standard weapons _do not work_," the Doctor winced, hearing screaming, "Tell the Doctor it's that Cordolaine signal. He's the only one who can stop them. He…" the radio went to static, but they all knew what that meant.

Ross and his fellows had fallen.

"Greyhound Forty, report," Mace continued to order despite that, "Over. Greyhound Forty, report. Greyhound Forty, report!"

"He wasn't Greyhound Forty, his name was Ross!" the Doctor snapped, "Now listen to me, and GET THEM OUT OF THERE!"

"Trap One to all stations," Mace swallowed, "Retreat. Order imperative, immediate retreat!" he ran to another control, looking at the reports coming in from all around the factory, "They've taken the factory."

"Why? They don't need it. Why attack now? What are they up to? Times like this, I could do with the Brigadier. No offence."

"None taken. Sir Alistair's a fine man, if not the best. Unfortunately he's stranded in Peru."

"Launch grid back online!" Price cheered…only for the screen to go black moments later as the Clone pushed her PDA again, "They're inside the system, sir. It's coming from within UNIT itself."

"Trace it. Find out where it's coming from, and quickly. Gas levels?"

"66% in major population areas. And rising."

Mace shook his head and looked at the Doctor, "Why are they defending the factory only after we were inside?"

"Because they wanted UNIT here. You gave them something they needed. Something now hidden inside the factory. Something…" he glanced at the Clone, "Precious."

"Then we've got to recover it. This Cordolaine signal thing, how does it work?"

"The bullets. It causes expansion of the copper shell."

Mace nodded, "Excellent. I'm on it," he turned and headed for the lab.

"For the billionth time, you can't fight Sontarans!" was the last thing he heard before he stepped into the lab.

"Mackenz…"

"Another weapon?" Mac cut him off, at one of the back examination tables, a petri dish out before her as she tried to piece together an anti-gas.

"I'm sorry to ask it," Mace began.

"No you're not," she shook her head, glancing at him, "Take a lesson from history Colonel, war…never gets you anywhere. They make a weapon, you make a better one, they do you one more, it just goes on and on and on, it will never end."

"I am not at liberty to lead the Earth into a war against the Sontarans," he countered, "I merely need a weapon that can allow us to fight back and defend ourselves. The Doctor mentioned a Cordo…"

"Cordolaine signal," she nodded, sighing, "It's easy enough to counter."

"It is?" Mace blinked, she'd said it so easily, so surely.

She gave him a hard look, "That's what I did during the War, remember? Build and fix weapons and other supplies," she sighed, "I'll get you your weapon, but in the meanwhile…you need to clear the gas over the factory. It won't help your soldiers any if I give them a weapon to fight with and they end up choking to death before they even face a Sontaran."

"How?" Mace shook his head, "The gas is getting denser and denser and you're not close enough to…"

"I will be," she assured him, "I've got all the components for the gas, I _can_ counter it, I just…have to work out the proper measurements. For now…" she glanced at him, "You DO have a giant, flying fan don't you?"

Mace blinked, "The _Valiant_!"

She offered him a small smile, "It's not always about the big, complicated solutions," she remarked, "Sometimes it's the simplest things that save us."

That was her belief, something that had stuck with her since she'd been a child. Her father had once said that the mind of a child was so simple but so brilliant, because they saw the basics of a problem and not all the complications of it. They could come up with the best solutions that not even adults would reach. She'd taken it to heart, she loved making useful things out of the most random of objects, simple objects. She'd gone to Lammasteen once, a planet where they specialized in 'non-technology technology.' Essentially they used everyday objects to build technological devices, like…using brooms and alarm clocks and traffic cones and other things to build a scanner.

She loved that, seeing what she could piece together with her mind and the objects around her. It was one of the reasons the humans had taken to calling her Mac. On Gallifrey, everyone knew your name, well…those closest to you. Your family, your closest friends, everyone else referred to you by your last name or title if you chose one. She'd had the opportunity to pick a name, but she'd refused, she liked her name well enough and being one of the scientific engineers meant she was mostly referred to by her last name among her colleagues anyway…not that she could be called it now. Those off Gallifrey were not to be told the true name of a Time Lord, there were…exceptions, rare ones, but for the most part they would use a title or make up a name. After the war, when she'd ended up on the one planet she knew the Doctor frequented most…

She'd given up.

She hadn't wanted to pick a title or a name or hadn't had the heart to give one. She'd just…gone to the only alien-aware organization she knew of that wasn't likely to dissect her, UNIT, and explained she was a Time Lord and she wanted to work for them. Over time they'd just sort of called her Mac, one of the American branches of UNIT had been over for a visit with a few other branches and met her, he'd called her a 'female MacGyver' and it had just…gone from there.

She nodded to herself and moved over to one of her computers, looking through a sort of index as Mace followed her, frowning. It was an index of the items and weapons they'd brought with them for this mission. It was something they'd only started doing since she'd come to work for them. She claimed it was helpful for her to be able to have an index of all the items at her disposal should she need to think of a way to do something or make something.

"There…" she pointed to one, a catalogue of the bullets they'd taken, "The ones with rad-steel coating, use them instead. There's no copper surface so the Cordolaine signal won't affect it."

"You are a genius," Mace breathed.

"Not enough if you lot felt you needed the Doctor, of all people, to come and help you," she turned in her seat to face him, "I have been on top of everything from the moment we arrived here Colonel. I hope you'll take this into consideration when Martha's review comes up."

Mace looked at her solemnly, "You truly are going to submit her for review?" it really DID seem a bit harsh, Martha had only been trying to help.

"Had she not invited the Doctor in, he wouldn't have been snooping around the ATMOS in broad daylight, he wouldn't have alerted the Sontarans to the fact that we knew they were there, and he would NOT have confronted Luke Rattigan. We would have had more time. I was able to determine the poison, the enemy, the ATMOS…all of which we could have disabled, countered, and been prepared to attack for if we'd had the time. So yes, I AM reporting Martha for this. She not only defied the orders of a superior officer, but she brought in a man she KNEW would only cause trouble in his efforts to help. The Doctor, for all his achievements, lacks a good deal of subtlety."

Mace sighed, when put like that…the Doctor's presence _had_ been a triggering factor in this attack. Mac had been studying all of this in the shadows, preparing it, coming up with counters. If the Doctor hadn't confronted Luke, the Sontarans wouldn't have realized that they were on to them and activated ALL the ATMOS.

"Go tell the soldiers to use the rad-steel bullets," Mac reminded him.

Mace nodded and stepped back into the base, "Counter-attack!" he called to the other members of UNIT, grabbing a gasmask from a back compartment, the soldiers would have to be outside and waiting to go when the _Valiant_ cleared the air, to be out there now…they'd need the masks.

"I said you don't stand a chance!" the Doctor snapped.

"Positions," Mace turned to the crew, ignoring the Time Lord in favor of the Time Lady's plan this time, "That means everyone!" he tossed a gasmask at the Doctor as well before he turned to head off.

"You're not going without me!" the Clone jumped up.

"Wouldn't dream of it," the Doctor called, ushering her ahead of him, but glancing back at the lab for a moment before he dashed off after the others, none of them seeing the door to the lab open moments later or Mac step out.

~8~

Mac strode across the grounds, thankful for the gas for once as it was so thick it was blocking the view the others would have of her trying to sneak into the factory. She had to be very careful, not come into sight of any Sontarans or be caught by the Doctor or Mace. She rolled her eyes though when she saw the soldiers lined up vaguely through the smog, all wearing gasmasks. She tugged at the small cloth around her mouth, it was a simple handkerchief that was damp with water, tied around the lower half of her face, just over her nose. It acted like a perfect filter, simple, not as gaudy or constraining as the other gasmasks.

She hid around a corner when she heard the stomping of Sontaran boots and waited till they passed…only for them to stop, hearing a sort of whirring noise that she knew was the _Valiant_ descending, clearing the air. She grabbed the wall as the Sontarans ran past when the base shook, being hit by a laser from the _Valiant_.

She snuck behind them, down the stairs, further and further down to the lowest levels. Luckily all the Sontarans were heading for the outer doors and upper levels to attack the UNIT soldiers so there were none of them on the lower levels. Which was just as well, she was only there for one thing, not to fight her way through the Sontarans.

Mace had been right, when he mentioned she didn't have the experience of a warrior either. She'd lasted all of one month on the front lines, before she'd been pulled back and sent to work in the war effort instead of fighting in it. To that day, she was still torn about how she felt about it. Whether she was grateful she hadn't been on the front lines, or sad that she hadn't been able to truly fight to help her people. She'd always been…loyal to them, to their ways of life. Yes she disagreed with some things, but, for the most part, she understood why some laws were in place. And even if she didn't, it didn't matter, it was her people, her planet, her home, her family and friends and peers that were fighting for their lives…and she was stuck in the shadows, exactly like at UNIT.

But the one good thing that came from it…she had been able to hone her skills more.

She reached the bottom of the stairs and looked around, spotting a door at the end of the hall and heading for it. It was the location of the first teleport she'd picked up from the Sontarans, she'd worked out what they were after, why they were defending the factory, why they were there in the first place but nowhere visible. They were hiding something down there, and given that Martha was a Clone…she could guess what it was.

She moved to the door and pushed it open, relieved it was unlocked, she supposed the Sontarans hadn't thought that anyone would breech their defenses to get to that point. Whatever the reason, she didn't care as she strode in, not even perturbed to see the real Martha lying on a metal basket like structure in a white hospital gown with a metal band over her head. She knew what it was, the Time Lords had, at one point, thought of using Gangers, Dopplegangers, to fight the war, to try and protect Time Lord life and regenerations.

But the problem with that was that the distance needed to keep the Time Lords safe made it nearly impossible to get the Gangers to the locations needed in time after they'd been killed. It had been a far-fetched idea to begin with and had been cast aside before it could even begin, but she and a few others had been tasked with the duty of starting to build the harnesses until they'd gotten word that they should make them into cages that could secure Daleks instead.

She shook her head, moving over to Martha's side, "You are lucky I'm not as cross with you as with the Doctor," she muttered to the woman, before starting to examine the harness for a way to safely and humanely disconnect her. She knew what it could be like for a clone to be disconnected, what would happen to the other Martha if she was too quick. If the Clone was in the middle of the other UNIT platoons…seeing her collapse and clutch her chest would be distracting for Mace and the others.

She looked up sharply when the door opened and the Doctor stepped in with the other Martha, "Mackenzie?" the Doctor blinked, seeing her crouched beside Martha, a white handkerchief dangling from her neck.

"She's still alive," was all Mac said, before turning back to Martha, not looking up again even as the Clone pulled a gun on the Doctor.

"Am I supposed to be impressed?" the Doctor turned to the Clone, holding his hands up, trying to distract her from targeting Mac, trying to give the woman more time to work.

"Wish you carried a gun now?" the Clone smirked.

"Not at all."

"I've been stopping the nuclear launch all this time."

"Doing exactly what I wanted. I needed to stop the missiles, just as much as the Sontarans. I'm not having Earth start an interstellar war. You're a triple agent!"

"When did you know?"

"You stink of clone," Mac called, "You've got a reduced iris contraction, thinner hair follicles on the left temple too…" she frowned, trying to find something on the harness to make this less jarring for both Marthas...but there was nothing.

"You might as well have worn a t-shirt saying 'clone,'" the Doctor nodded, "Although, maybe not in front of Captain Jack. You remember him, don't you? Cos you've got all her memories. _That's_ why the Sontarans had to protect her, to keep you inside UNIT. Martha Jones is keeping you alive."

Mac closed her eyes for only a moment, knowing there was no other way to do this, before she pulled the band off of Martha's head, the woman screaming as she jolted awake, her clone letting out a piercing cry as well though she fell to the ground, clutching her chest in agony. The Doctor wasted no time in kicking the gun the clone had dropped away from him, turning only to stop short, the smallest of smiles on his face when he saw Mac giving Martha a comforting, if slightly awkward, hug. The sense he'd gotten from the woman was that she had warring feelings when it came to 'Dr. Jones,' sometimes looking to her as though a friend (for how else would she feel so betrayed that Martha had asked HIM to come if not that she'd trusted Martha not to) and other times as a colleague or someone she cared for only in a professional sense.

"You're ok Martha," Mac gingerly patted the girl's back, more doing this to calm her down quickly, "We've stopped the Sontarans, located their ship, we can stop the gas as well."

"There was this thing," Martha mumbled, "This alien, with this head..."

"Like a walking baked potato?" Mac pulled back.

"Yeah," Martha swallowed hard.

"That's a Sontaran, remember?"

The Doctor opened his mouth to ask if UNIT had dealt with any Sontarans recently, when a mobile he'd nicked to contact Donna went off, "Oh, blimey I'm busy. Got it?" he answered.

"Yes!" they could hear that Donna woman shouting from across the room, "Now hurry up!"

"Take off the covering," he continued to instruct as Mac helped Martha up, "All the blue switches inside, flick them up like a fusebox. And that should get the teleport working…"

"Oh, my God," Martha stared in horror as she spotted her clone struggling on the floor, crawling away from them to rest against a pillar, "That's me."

"That's a _clone_," Mac corrected, "Made of Flesh," she added, eyeing it, "A Sontaran version of it at least, she's not real. She should have melted when I pulled that band off you."

Martha winced at that, imagining the pain the clone might have been in if it had been melted, but there she was, still solid, "Help me over?" Martha looked at Mac, still shaky on her feet from her experience.

Mac nodded and held lead Martha over to her clone as the Doctor turned to get to work on what Mac recognized as a teleporter in the back of the room, like a large, hollow cube with a circle cut into the front of it as a doorway. She bit her lip to keep from commenting to the Doctor as he soniced away, she was sure that he was likely going to end up turning it into some sort of disintegrator than a transporter with his luck. But that was his risk, she was not going anywhere near the transporter (or whatever it was now), she was only staying to ensure Martha was taken care of…and that the clone was properly disposed of.

Humans were NOT meant to have that technology or knowledge just yet.

"Don't touch me!" Mac looked back as the Clone snapped to see Martha reaching out for her.

"It's not my fault," Martha murmured, pulling her hand back though, "The Sontarans created you. But...you had all my memories."

The Clone swallowed hard, "You've got a brother, sister, mother and father."

Mac looked down at that and away, not seeing the Doctor pause in his works to look at her. She'd had that once too. A brother and a sister, parents, a family. She'd been the oldest, had one younger sister, one younger brother, her family was…well off, not inordinately so, but enough to be affluent and influential. It stemmed mostly from quite a few very, very agonizingly thought out and well planned Contracts. Not business contracts though…marriage contracts.

That was how Gallifrey worked, there were only two sorts of marriages that were accepted. Those who were Contracted, where the families agreed upon a union and signed a rather ridiculous document sealing their children's fates, and the Chosen, where the children themselves found love in another and were given freedom to wed. It wasn't that the Contracted were _always_ forced into marriages, for the most part the families DID try to make matches that were beneficial and well-suited between parties. And there _was_ a loophole, those who were Contracted, should they find someone to be their Chosen before they reached the age 500…were free. The Contract was null and void if even one of the pair were able to find someone who wished to wed them without any of the ties that came with the Contracts.

Her family had been exceedingly good at predicting which families would be beneficial, which would create good matches both in a genetic sense and a political and social sense. Her parents had been Contracted, her brother was Contracted, her sister had been a Chosen…though her sister had died before she could wed the man she'd chosen, the war and all. Her sister was the only member of her family to have died before the end of the war, well, her and her father, but her father had died of retaliation from her sister's former Contracted partner. He had not taken to the news that the Contract was void very well and plotted against her father, blaming HIM instead of her sister.

Still, she'd had her mother and her brother, her aunts, uncles, cousins, family and her friends, she'd still had them during the war. She didn't have them now.

"If you don't help me," Martha spoke, pulling Mac out of her musings, "They're gonna die."

"You love them," the Clone murmured, looking at Martha intently.

"Yes. Remember that?" Martha looked at her clone as she slowly nodded.

"The…the gas…" the Clone began, "It's gonna kill them."

"What IS the gas?" Martha frowned.

"I was able to identify it Dr. Jones," Mac began, slipping back into her more formal titling for the moment, "Carbon monoxide, hydrocarbons, nitrogen oxides, and caesofine concentrate. One part of Bosteen, two parts Probic 5," Martha stared at her for the last part, "It's clonefeed."

"What's clonefeed?"

"Like amniotic fluid for Sontarans!" the Doctor called over as Mac opened her mouth to explain, "Mackenzie was right, that's why they're not invading, they're converting the atmosphere. Changing the planet into a clone world. Earth becomes a great big hatchery. Cos the Sontarans are clones, that's how they reproduce. Give 'em a planet this big, they'll create billions of new soldiers. That gas isn't poison, it's food!"

"My heart..." the Clone whimpered, "It's getting slower."

"There's nothing I can do," Martha offered her sadly.

"In your mind, you've got so many plans. There's so much that you wanna do."

"And I will. Never do tomorrow what you can do today, my mum says. Cos..."

"Cos you never know how long you've got," the Clone wheezed, "Martha Jones...all that life…"

Mac watched, unmoved, as the Clone breathed out her last breath. It wasn't that it was easy for her to watch someone who looked so much like Martha die before her eyes it was just…it was a Clone. Something in her mind always went to that, to the facts of a situation. This wasn't Martha, this was a Clone, this wasn't Martha dying but a Clone of her. A Clone which, by rights, should have melted into a goop of Flesh when she'd pulled the metal band off of Martha's head. It was probably just the control field in the room that was keeping the woman suspended and whole.

It was a small part that…war changed you. Granted she hadn't seen much of the war, of the actual fighting and dying and attacking Daleks. A handful of each platoon, after the first few battles they were a part of, were taken from their peers and sent to work in camps and factories. She'd been sent to the weapons factory, been locked away in a large building with others, toiling every day in swelteringly hot rooms to construct and adapt the weapons their people relied on to take out the Daleks. Her factory had been the one to create the Sky Trenches that had kept a majority of the Dalek ships away from the planet's surface, not that they held for long.

She reached out and took the engagement ring off of the Clone's finger, handing it over to Martha to slip back on her finger, "It would get dirty," was all she offered the woman as means of explanation for her actions.

Martha frowned, not sure what she meant by that, but put the ring back on.

"Doctor!" they looked over, hearing Donna's voice carry over to them from the mobile the Doctor picked up, "Blue switches done…but they've found me!"

"Now!" the Doctor jumped to his feet and turned his sonic screwdriver onto the teleport pad, activating it…Donna, her face scrunched and eyes closed and tense, appeared within it in a flash of light.

It took the ginger woman only a moment to realize she wasn't being shot at by Sontarans and opened her eyes to see she was back with the Doctor. She let out a breath, running right to him to hug him, "Have I ever told you how much I hate you?"

"Hold on, hold on," the Doctor pushed her away slightly, "Get off me, get off me! Gotta bring the TARDIS down," he soniced the pod again, checking the screwdriver to see that the TARDIS had been returned right where she'd been parked, "Right, now," he turned to face the two other women, " Martha, you coming?"

"What about this nuclear launch thing?" Martha frowned, heading towards him.

The Doctor just tossed her the PDA he'd nicked off the Clone, "Just keep pressing N, we want to keep those missiles on the ground."

"But," Donna gasped, seeing Mac move to squat by the Clone, "There's...two of them."

"Yeah, long story," the Doctor rubbed the back of his neck, glancing over at Mac, "You coming Mackenzie?"

"With_ you_?" she scoffed, shaking her head, not even looking over, "You're completely mental if you think I'd ever go somewhere with you."

"Mac we could use your help," Martha tried.

"I can be of more help here," she stood, gesturing at the Clone, "Or have you both forgotten there's a clone that needs to be disposed of, Sontaran technology that needs to be dismantled, and an army of alien-hoarding techies who would love to get their hands on both just upstairs?" she gave them a hard look, "You go running off, by all means, leave the safety of human advancement to me."

Donna blinked as Mac stormed over to the Sontaran harness and began to fiddle with the metal band, "She's pleasant."

Martha sighed, "She's right though," she offered, glancing at the Doctor as he looked at the girl solemnly, "She'll have to get rid of the tech to protect our development, and we were just gonna leave it here."

"She always saw the small details," he mumbled.

"What?" Donna looked at him.

"Nothing," he shook his head, taking Donna and Martha's hands in his own, "Here we go. The old team, back together! Well, the new team."

"We're not going back on that ship!" Donna shook her head.

"No, no, no. No. I needed to get the teleport working so that we could get to..."

Mac looked over as the teleport activated, already knowing they were heading back to confront Luke. She had been keeping tabs on the boy, for all his claims of being a genius…he was rather dim and altogether FAR too cocky when it came to his home. It had been laughably easy to hack into the security system of his Academy and watch his students in their labs and work rooms, see what they were creating and whatnot.

She knew _exactly_ the sort of technology that the Doctor would have access to…and she knew just the device he'd create to try and save the earth. She was loathe to admit it, but…she knew her own anti-gas wouldn't be ready in time to launch it into the atmosphere, her words about the Doctor setting fire to the sky would likely come true. It was a crude and risky method of clearing the gas away, but they had little choice now.

She rubbed her head, unfortunately…she also knew the Doctor, she knew what he was like and she knew what he'd try to do after he'd saved the earth. She'd read the reports of the Sycorax, what had happened in their ship, what he'd done. He'd offered them one single chance to leave and not return…a foolish move she felt. Harriet had had the right thought in having Torchwood fire at the creatures. She swallowed at that, it was funny how war hardened a person. She hadn't always thought like that, she'd always wanted to give others a second chance, a moment to prove themselves…

But things happened and people hurt you too deeply to believe that others deserved one. Now, if they attacked Earth, if they attacked_ her_, she counted them as an enemy and vowed not to show them mercy. It was a cruel way to live, she knew, it took people ages to even manage to worm a 'second chance' out of her. She'd only given Martha hers because, technically, the harm she had done her had been in a world and a time that no longer existed, the Year-That-Never-Was. And Martha had broken her trust again in calling in the Doctor, reaffirming her belief that trust and second chances wasn't often deserved.

She also knew the Sontarans though, she knew what they'd do when their plan failed, Sontarans_ never_ lost, they fell in battle, they'd fall against the Doctor and force his hand in it.

She turned and looked at the clone a long moment, before she pulled a small thumb tack out of her pocket and picked at a small crack in the controls of the harness, pulling open a panel and ripping out the wires within, watching as the body melted into a pile of goop. She turned and grabbed the wires she'd taken, shoving them into her pocket, picking out a circuit as well and depositing that too. That was all the extreme alien components of the harness, it would be safe enough now for the humans to be around without getting ideas. The Flesh even now was starting to sizzle and evaporate, an affect of the control being cancelled, creating a sort of reaction.

She took a breath and strode out of the room, she had a negotiation to prepare to eavesdrop on.

~8~

Mac sat in her lab, tapping away at her computer, glancing out the small window in the back only when she saw a flash of fire spread across the sky. She nodded to herself, that was why the Sontarans had been trying to keep the humans from launching an attack. The missiles would spark a small fire, the caesofine gas was truly one of the most volatile in the universe and it would dissipate easily if it caught. The Doctor had likely found all the components for an atmospheric converter in Luke's lab, she had worked out the Sontarans had likely promised the boy something, likely to create a new planet of 'clever people' given his training program with the other academically inclined individuals of his Academy.

She looked back to the computer, working on breaching the controls of the Sontaran ship to give her visual and access to the teleporter that she'd need to be able to activate remotely. The Doctor, daft as he was, would probably end up on the Sontaran ship, to negotiate face-to-face with them, despite her having repeatedly said that Sontarans didn't negotiate.

Well that was no surprise, he never listened to her in the past, why start now?

He'd be up there in a few moments, giving them a choice to leave and never return or he'd probably blow them all up.

"Oh, excellent!" she heard one of the Sontarans, Staal she believed, cheer, proving the audio was working. She looked at the monitor to see that the Doctor had appeared before the Sontarans.

"General Staal," he began, straightening, "You know what this is," he set down the converter, "But there's one more option. You can go. Just leave. Sontaran High Command need never know what happened here."

"Your stratagem would be wise if Sontarans feared death. But we do not. At arms!"

"I'll do it, Staal. If it saves the Earth, I'll do it."

She rolled her eyes at that, always such a drama queen wasn't he? If it had been her, she'd have sent it up on a time delay, but that only meant he was serious about dying with them. And, despite the temptation, she wasn't going to let that happen, for two reasons. The first was that...if anyone was going to kill the Doctor for anything he'd done in the past…it would be HER. The second…the harder to admit…even being on Earth, in UNIT, determined to_ never_ see him again if she could help it…it _was_ a comfort to know that at least _one_ other of her species was still alive, even if it had to be him. So, she got to work, typing away again, nearly done hacking into the teleport, she was going to get him out of there whether he liked it or not.

"A warrior doesn't talk, he acts!" Staal cried.

"I am giving you the chance to leave," the Doctor pleaded.

"And miss the glory of this moment?"

"All weapons targeting Earth, sir," a Sontaran called on a speaker, "Firing in 20."

"I'm warning you!" the Doctor picked up a control button.

"And I salute you!" Staal laughed, "Take aim!"

"Shoot me," the Doctor swallowed, the Sontarans lifting their guns, "I'm still gonna press this! You'll die, Staal."

"Knowing that you die, too."

"Firing in 15…" the voice called again.

"For the glory of Sontar!" he began to chant, Sontar-ha! Sontar-ha! Sontar-ha!" and all the other Sontarans around him joined in, "Sontar-ha! Sontar-ha! Sontar-ha! Sontar-ha! Sontar-ha! Sontar-ha! Sontar-ha!"

"I'll do it!" the Doctor threatened.

"Then do it!" Staal sneered.

"Oh enough already," she muttered to herself, hitting the last code and button, the Doctor disappearing in a flash of light, just as he hit the button…

She rolled her chair over to a second monitor, flicking through the camera angles to get to Luke's quarters where the Doctor appeared in the transport, scaring the pants off of Luke who was kneeling within it, working on something, sending the boy scrambling back and looking as though he'd had a heartattack at the sudden appearance of the man.

She watched for only a moment as Donna and Martha ran to hug him, before glancing at her surveillance of Earth, seeing the dot that represented the Sontaran ship blink out for good.

~8~

Mac looked up as she stood in her lab, readying all her supplies to be returned to the UNIT Headquarters, feeling the presence behind her before he spoke.

"'Stop using your mouth and start using your brain?'" the Doctor repeated.

"What about it?"

He let out a breath, "I never thought I'd hear you say that again Naery."

"You lost the right to call me that Doctor, you lost the right to be so informal with me," she cut in, glancing back at him to see him standing there, holding up one of the rifles that the soldiers had been using.

"Your idea?" he set it down on the table, trying not to let on how disheartened he was to hear her refuse to let him call her by her name, "The um, rad-steel bullets?"

She shrugged, "It's all I'm good for anymore, weapons."

That had been her role in the war, she was part of the construction team, which ended up being more like the weapons team than anything. They were the ones responsible for building the weapons that were shipped out to the soldiers. They made the weapons, the shields, the armor, the visors, everything they needed, any weapon orders that were put through to them they were expected to make and make well and fast. She hated it, standing in the assembly line, just putting weapons together.

"How'd you escape?"

"From your slaughter?" she looked at him and he looked away, "Did you _really_ think that putting an order into the weapons manufacturing plants for a high-level containment device for a _time lock_ wouldn't be picked up or thought odd? I recognized your hand writing. Every incarnation of you…your handwriting never changed. And when I realized what you were going to do…" she shook her head, shrugging as she turned back to her work, "I went for a shuttle. I wanted to get my family off the planet."

"What…what happened?" he breathed, knowing her family wasn't there, it was just her and him left.

"The shuttles were preprogrammed," she pulled her bracelet off, the Doctor flinching as he felt her Time Lady presence in his mind, but…distant and closed off, like he knew what she was but couldn't get _anything_ off her past that, anything besides her anger that is, "They were evacuationary, meant to take the pilot off world and into orbit before the program released and it was able to be flown. I didn't know," her voice cracked and she closed her eyes, gathering herself, NOT about to let him see her weak in front of him, "And I got off…but they didn't," she looked at him, "I flew past Daleks, battering the planet with their weapons, the sky trenches starting to fall…and I watched as it just…disappeared," she looked at him, "Exploded or something, everything was gone, all of it was destroyed, and I knew YOU had done it."

"I'm so sorry Nae…" he winced at the glare she sent him, "Mackenzie," he corrected, "If there had been any other solution I would have…"

"There _were_," she cut in, "There were plenty of things you could have done, you just chose the coward's way. You _never_ liked the fighting," she frowned at him, "You avoided it all you could, even after you regenerated and actually took part, you were _still_ holding back. You…will NEVER be a true warrior."

"Don't say that like it's a bad thing," he pleaded with her.

"It IS a bad thing," she countered, "If you'd had a little fight in you, just a little more…" she shook her head, "Everything would be different…"

"It wouldn't have stopped the Daleks," he held firm to that, "The war would have happened and…"

"Not just in the war," she interrupted again, "Everything IS different now, because of YOU. My family, all my friends, they're dead because of what YOU did."

"But you're alive," the Doctor spoke quietly, "We're _both_ alive Mac, and…we…we need to stick together. We HAVE to stick together, I…I can't just leave you, knowing you're alive, knowing I'm not alone."

"If you didn't want to be alone then you shouldn't have killed all the Time Lords," she shot back harshly, making him wince again.

"Then let me make up for it by protecting the last Time Lady."

She shook her head, "Did you ever consider that I should be protected FROM you instead of BY you?" she asked, crossing her arms.

The Doctor looked down, willing the hearts-break not to show on his face, but it was hard…it was hard to hear HER, of all people, say that about him, to have her admit she didn't feel safe around him. But why should she? After all he'd done to her throughout their lives…he deserved any anger she threw at him. Because unlike others, Na…_Mac_ never got angry easily, and when she did it was always for a real, solid, justified reason and not something petty. For her to be _this_ angry with him, to STILL be so angry…he had hurt her deeply.

She let out a scoffing breath and moved to head past him out of the lab.

"Where are you going?" he called, just…hoping she wasn't running away from him.

"To the TARDIS."

He blinked, feeling a bubble of hope inside him despite what she'd just said, "You're coming with me?"

She let out a bitter laugh, "No, I'm making sure Martha doesn't."

The Doctor's face fell as she continued on, not even looking back.

~8~

Donna paused when she stepped into the TARDIS from having spoken to her Grandfather, to properly say goodbye this time, to see that Martha was the only one there, or at least she appeared to be. She couldn't tell if the Doctor was off in some other room, but so far it appeared that it was just the other companion there.

"How were they?" Martha asked, guessing from the tears in Donna's eyes what she'd done and what she'd decided to do, say goodbye and stay with the Doctor.

"Oh, same old stuff," Donna shrugged, brushing a finger beneath her eye, "They're fine. So! You gonna come with us? We're not exactly short of space."

"Oh, I _have_ missed all this, but, you know…I'm good here," Martha nodded, "Back at home. And I'm better for having been away. Besides," she wiggled her fingers, "Someone needs me. Never mind the universe, I've got a great big world of my own now!"

"Speaking of people who need others," Donna frowned, "Where's the Doctor got to?"

"Right here," the Doctor called from the doors as he opened them and pushed his way in, "Sorry, sorry."

"Martha," Mac took a single step into the box, almost seeming as though she were fighting against herself not to take another one, as though she'd not realized she HAD entered the box till she'd seen the inside, "Let's g…"

Her words were cut off when the doors slammed shut, making Mac jump to the side, out of the way, to avoid being hit by one, stumbling into the railing as the TARDIS immediately took off, starting to shake and jolt and rock terribly, leaving them little option but to cling to the nearest objects to balance themselves.

"What?" the Doctor gasped, rushing to the controls, "What!?"

"What the hell did you do!?" Mac spat, using the railing to pull herself to the console, she was NOT about to die like this, in a crashing TARDIS, not because of_ the_ _Doctor_. She hadn't survived the war and his genocide for him to kill her now.

"No, no, no!" the Doctor struggled with a control, "I didn't touch anything! We're in flight, it's not me!"

"Where are we going?" Donna gasped, nearly falling to the floor.

"I don't know, it's out of control!"

"Doctor, just listen to me!" Martha pleaded, "You take me home, take me home right now!"

But try as he might, even with Mac's help…the TARDIS just spun erratically though the Vortex, carrying them off into the unknown…

To be continued…

A/N: Wow! I'm so glad you guys are enjoying the story and like Mac so far :) I really missed writing DW and I'm glad to be back with a new TL :) Lol, I hope you liked a little sort of nod to Donna in Mac's true name ;)

We learned a little bit more about her and the different processes (Contracted/Chose, more about that to come too ;)), about her family and history :( We still have plenty more to go though, finding out just why she is so angry at the Doctor }:)

Just wanted to add, this story will be 10 chapters total :) Most others will be at least 15 (1 per episode, 2 per special) with a few extra here and there for mini-sodes ;)

Some notes on reviews...

I mentioned it in the first A/N the break down for chapters (but I don't blame anyone for not reading it, it can get really long at times lol), but this story will be 1 chapter per episode, 2 per special :) River and Mac will actually get along very well ;) But as for Rose...Mac was very...defensive of Donna and she'd just met her, imagine what she'll say to Rose after Turn Left }:) I can say that the Doctor didn't run off on the wedding day, he and Mac weren't even close to being engaged nope, but we'll find out more about what they were to each other soon ;) But as for children, we'll find out about that next chapter ;) I touched a little on how the Doctor isn't sensing her in the last chapter, the bracelet she wears hides her, like the Master's archangel network but in 1 object and not 15 :)

I try to make all my TLs as different from each other as possible, so thanks! I'm glad she's not like Evy :)

I don't think it'll be Rose bashing like how it was in other stories. Mac will be civil to those who are civil to her, it might be tense at first when Rose meets a Time Lady, but Mac really wants nothing to do with the Doctor and the sooner Rose realizes that the sooner they can move past their animosity ;) But River will be good yup, not as evil as in the HOTS ;) And thanks! I'm glad you're enjoying the stories so far :)

Mac will warm up to the Doctor eventually yup, but I won't say specifically when :) But I can say we'll find out within a week what happened that made her hate the Doctor :)

I'm glad you like Angel so much! She's my favorite too though all my TLs have a special place in my heart :) I do have a twist in mind for Angel's last regeneration, but I can't say what it is till we get to it ;)

The Dolls reference was a sort of reference to Donna, like how she mispronounces Sontarans in this episode, she heard Doll-eks, and thought Martha was talking about creepy dolls or something ;)

Aww, thanks! I'm glad you're liking the stories so far :) I have no idea what I'd do if I posted stories months between chapters...probably go crazy lol :)

I'm back! ^-^ I'm very excited! I'm glad you are too ^-^

I've actually got a schedule up on my FF profile and my tumblr (Upcoming Stories page) of the dates new stories will be coming out, if you're interested in when the next 2 DW OC series will be coming out this year ;) I'm glad you're enjoying the Loki story :) After Mac, I'll be posting a Thor/OC story too ;)

I'm glad you like Mac :) Lol, now that you mention it, I can sort of see Osgood as like a 10/Mac love child or something if Mac wasn't so angry ;) But yup, 7th incarnation for Mac :) I can say this won't be as angsty for Mac as it was for Angel, maybe a bit for the Doctor as having her there and being faced with someone who is NOT forgiving him for what he did will cause a bit of guilt for him }:) But eventually we get fluff ;) But River and Mac will very much get along yup :) And yup, here we have the Chosen and the Contracted :) I sort of get a very old-fashioned but very high tech vibe from the Time Lords, so they might have a system that's a little medievalish in nature even though they're so advanced ;) And thanks! I was definitely overwhelmed with the number of reviews and it made me smile so much my parents were looking at me funny for a little while lol ^-^

I've heard of the Chameleon Circuit, but I haven't gotten a chance to listen to much of their songs, just one or two :)

Oh the deviation will be...a little stronger in this story due to Mac's desire to be as far from the Doctor as possible ;) We'll actually get quite a big one very soon ;)


	3. Mackenzie's Son

Mackenzie's Son

The Doctor, Mac, and his companions held tight to different aspects of the console room as the TARDIS shook and jolted terribly, the railings, the Y-beams, the console itself, but it was difficult. The ship was bucking and jerking and spinning, rushing through the Vortex heading where they didn't know. The Doctor and Mac were trying frantically to get the box under control, to stop her from sending them somewhere…like the end of the Universe…again…but weren't quite managing it.

"What the hell did you do to the TARDIS this time Doctor?!" Mac shouted over the noise of the box straining, this HAD to be his fault. It was his box, he had to have done something to it that was making it go mad.

"What the hell's it doing?" Donna agreed.

"Controls aren't working!" the Doctor called, struggling to get a lever down, only to fall to the floor in the process, spotting his handy spare hand in the jar set down beside it, "I don't know where we're going but my old hand's very excited about it!"

"What hand?!" Mac shook her head at him, peering at him through her glasses, she'd heard of a hand lost in a sword fight with the Sycorax, but she'd thought Torchwood had it.

"I thought that was just some freaky alien thing!" Donna looked at him, "You telling me it's yours?"

"Well..." he began.

"It got cut off," Martha explained, gasping as the TARDIS shook again, "He grew a new one!"

"You are completely... impossible!"

"Not impossible, just... a bit unlikely!"

"Oh shut up!" Mac called, "And help me stop the TARDIS!"

"Right," the Doctor winced, moving to help…only for one giant explosion to send them back, the Doctor on the captain's chair, Martha and Donna on the ground, and Mac slamming her back into one of the Y-beams as the box landed. The Doctor took only a moment to breathe, before sprinting for the doors.

"Idiot," Mac muttered, panting, he was just going to blindly run out there without running the proper checks, well that was very him wasn't it. She moved to the console, to the monitor and started to check the environment as Martha and Donna helped each other up.

"Where…where are we?" Martha looked at Mac, not wanting this to be another Utopia experience.

"Messaline," Mac muttered, "It's a newly colonized planet," she glanced at them, "Only a few galaxies away."

"Right," Martha let out a breath as Mac turned and strode to the doors. This was NOT what she wanted, this was not what she wanted to be doing right now. She wanted to be back at UNIT with the Doctor off who knew where and far away from her. She had been telling the truth, she did NOT want to travel with him.

She could barely stand dealing with the Sontarans with him and he wanted her to STAY with him? In a TARDIS? For who knew how long? She'd kill him before an hour was out.

The three women stepped out of the box to see they were in a dark tunnel, likely underground given the architecture. It was dank and littered with trash and debris. Mac frowned at that, it looked like some sort of battle had gone on around the area and they were in the aftermath. She hated that.

"Why would the TARDIS bring us here?" the Doctor murmured, looking around.

"Maybe if you didn't break her half the time, she'd actually work properly and take you where you want to go," Mac mocked.

"Oh, I love this bit," Martha whispered to Donna.

"Thought you wanted to go home," Donna smirked at her.

"I know, but all the same," she linked her arm with the ginger woman's, watching as the Doctor looked around, licking his finger to get a sense of their bearings as Mac stood with her arms crossed, glaring at him as though this were his fault, business as normal it seemed, "It's that feeling you get."

"Like you swallowed a hamster?"

Mac spun around when a bang sounded from down the tunnel, the Doctor moving to her side as the two humans stepped closer to them, all of them squinting into the darkness, trying to find the sources of the noise...only for Martha and Donna to jump back when soldiers appeared running towards them.

"Mac," the Doctor tried to pull her behind him to protect her.

"Don't touch me," she pulled her arm from him and stepped away from him.

"Don't move!" one of the soldiers, a young man, shouted, aiming their guns at the quartet, "Stay where you are! Drop your weapons!"

"What weapons?" Mac gave him a look, holding up her hands like the others were.

"We're not armed!" the Doctor agreed, immediately going defensive, "Look, no weapons. Never any weapons. We're safe."

"Look at their hands," the second man nodded at them, "They're clean."

"Alright," the first soldier nodded, eyeing them, his gaze falling onto Mac as she was the only one glaring at them, he could see a fight in her, perfect, "Alright, process them! Four-eyes first," he nodded at Mac.

"Four-eyes?" she scoffed, "That's the best you can do?" she pushed her glasses onto the top of her head as the two other soldiers who had appeared with the man grabbed her, pulling her off.

"Oi! Hey!" the Doctor raced after them, "Let her go!"

"What's going on?" Martha rushed for them.

"Leave her alone!" Donna shouted, trying to pull one of the men away, but they'd already pulled Mac to a large machine and shoved her arm into it.

Mac winced but gave no other sign of pain even as she felt something being ripped off her hand, the machine humming as it powered up.

The Doctor rushed to the other side of it and soniced it, trying to turn it off, able to tell even though she wasn't saying it, that something was wrong and it was hurting her, "Something tells me this isn't about to check your blood pressure…" he murmured.

"No," she grunted outs sarcastically, "What was your first clue!" she winced, biting her lip to keep from crying out.

"What're you doing to her!?" Donna demanded.

"Everyone gets processed," the first soldier said matter-of-factly.

"It's taking a skin sample," Mac winced again, "For some sort of extrapolation…" she nearly fell back as the machine let her go, stumbling into the Doctor's arms as he rushed to catch her, her pulling herself away from him instantly, his expression deflating at the action. He refrained from reaching out to check her hand, seeing a Y-shaped cut on the back of it.

Mac shook her head and pulled a band-aid from her pocket, placing two of them across the back of her hand.

"Are you alright?" Martha asked.

"It's a scrape," she shrugged, though she glanced up at a rather large machine that was connected to the device her hand had just been trapped in. It was humming now too, lighting up. It looked like a pair of double doors that would slide apart…and so they did, smoke filling the small booth that composed it.

"What on earth…" the Doctor breathed as they stared in shock as the smoke cleared to reveal a vague image of someone standing within, "That's just..."

"Oh my god…" Mac blinked as the figure stepped out.

It was a young boy, in his late teens or early twenties. He had shaggy black hair, a hint of stubble to his chin, with light brown eyes, so light they were nearly amber in color, his skin was tanned, making his eye shine more. He was wearing a tight dark green shirt, black cargo pants and black boots. He looked at them a moment, before his eyes landed on Mac and he smirked.

Mac just…stared at him, letting out a shaky breath as she stared at him, shaking her head lightly in disbelief.

"Arm yourself!" the first soldier stepped up and handed him a gun.

The man looked at it a moment, before shrugging, making Mac wince, before he started to handle it, preparing it and checking it as though it were all so natural to him.

"Where did he come from?" Martha frowned at the man.

"From me," Mac whispered.

"From you?" Donna glanced at her, "How? Who is he?"

"He's my son," Mac murmured.

He had to be, she could tell he was. He looked…just like her first incarnation. She'd had shaggy black hair in her first body, though if she cared for it properly it ended up being more curly. Her eyes were the same shade, amber in color, and that smirk…it was the same smirk, even his shrug was hers. She'd always done that, when someone asked her if she could do something, she'd look at them, consider it, and just shrug before going to do it.

Oh god…he was her son…

She had a son…

She stepped away from the group, despite the Doctor reaching out to stop her, and up to the boy as he slung the gun onto his back, smiling at her more now. He was her height she could see as she moved right in front of him. She hesitated a moment, before reaching out to touch his cheek, shocking Martha and Donna with the tears in her eyes, it was…not something they expected to see from Mac given her previous actions and reception of them, her personality.

The boy reached up and touched her hand, "Hi mum."

She blinked, trying not to cry as the Doctor watched on solemnly. He was the only one there that understood how massive and impacting a moment this was for her. Mac, well…Naery…couldn't have children. At all. She just…couldn't conceive, even with the best Gallifreyan medicines, with the best medicines from throughout the galaxies, even with regeneration healing her…she couldn't have a child.

She'd only managed it once, at the very start of her marriage, she'd managed to conceive but…there had been a complication, it was ectopic and…it had just been bad. She'd lost the baby along with her ability to conceive other children. For centuries she just…couldn't have kids, and he knew it killed her. She'd always wanted a child, at least one, and the fates had been so cruel as to not allow it. There had always been an option, of doing something like this, of using science and cloning and other resources to help her have a child in some way.

She'd always refused, it when it was brought up to her. She wanted the experience of carrying a child, she wanted a child to be a random mix of her DNA and her husband's…well…not her husband's, she wasn't fond of him, but it was the principle of it, he WAS her husband and it was expected. She didn't want it to be cooked up in a lab and grown like an experiment, she'd wanted it to be natural. It never happened.

And though he knew this wasn't the way she wanted to have a child…the fact that it had happened, that the child was all her own…she was NOT going to look away from this or reject it. It hadn't been HER doing it, it had been forced upon her, she hadn't had to make the decision and go against her desires for it…it happened.

And now she had a son.

"You primed to take orders, ready to fight?" the first soldier called.

The boy nodded, gently taking his mother's hand off his cheek and heading over, "You were the ones who downloaded all the strategic and military protocols," he shrugged, "Sir," he added, recalling to be respectful, "I'm now a generation 5000 soldier, all primed and in top physical health," he smirked, "I was born ready."

"He's got your bad puns," the Doctor muttered to Mac as she slowly stepped back to them, her eyes locked on the boy.

"I wasn't that bad," she murmured, for once not snapping at him, too shocked by everything to really process that it was the Doctor talking to her.

"Did you say, son?" Donna had to repeat.

"Yeah."

"Technically," the Doctor corrected.

"YES," Mac shot him a glare, clearly saying that the boy WAS her son, no technicalities about it.

"How though?" Martha blinked, this was just…against everything she knew about biology…unless it was some freaky Time Lord thing…like growing back a hand.

"Progenation," the Doctor sighed, "Reproduction from a single organism. Means one parent is biological mother and father. You take a sample of diploid cells, split them into haploids, then recombine them in a different arrangement, and grow. Very quickly, apparently."

Mac was watching the boy intently as he looked down the side of the tunnels the opposite way, "Do you hear that?" he looked at the other soldier.

"Something's coming!" the first man shouted, giving them only a moment's warning before they were all ducking down as what looked like purple fish people with green liquid in tubes before their mouths ran in, firing their guns at them all, "It's the Hath!"

The three human soldiers ran for the Hath, but Mac's son turned to them, "Mum get back!" he quickly ushered her and (unfortunately) the Doctor back in one direction, Donna and Martha taking that as their cue to hide as well, behind another crate, all of them watching as the boy ran back to the soldiers once he was sure they were safe.

The Doctor swallowed hard, knowing his next words would likely hurt Mac all the more, but needing to say it, "He's just like you," he murmured, thinking on her first incarnation.

She'd been…so sweet, motherly and maternal even then, always fretting about her siblings and all their friends that they shared. She was always the one who made sure they ate, went to visit them when they were ill, and just worried about them when they were away from their parents at the Academy. But beneath all that she could be like a bear, a mother bear, defending her cubs at times. She could fight back and snap and argue and shout till she was blue in the face and keep going. For the most part though she was always worrying, they'd actually called her Nellie instead of Naery at one point, Nervous Nellie because of how much she worried for them all, taking a leaf out of the humans' book for that one.

Over the years though, he'd gotten her to calm down, to worry less, reassured her. She'd once told him that she felt secure with him, that she didn't have to worry so much because, if he was there, he'd help her look out for the others too, it wouldn't be just her worrying, but him protecting them as well. He'd loved that, her trust in him, her faith in him, her belief in him…and he'd gone and thrown it all away, crushed it all along with her hearts.

"We have to blow the tunnel!" the first soldier shouted, pointing at what looked like a big red button on the ground by Mac's son's feet, pulling the Doctor's attention over, "Get the detonator!"

The Doctor shook his head at that, "I'm not detonating anything!"

"Oi, you!" the soldier pointed at Mac's son, "Do it!"

The boy glanced at the button and shrugged, heading for it…only to look up when he saw Martha and Donna scream, the Hath having snuck up behind them and pulled them off…if he hit the button now…they'd be trapped on the other side of the blast…

"Blow that thing!" the soldier was shouting at him, "Blow the thing!"

"Martha!" the Doctor seemed to notice them, "Donna!"

"No," Mac tried to run out to him, "Don't!"

But it was too late, he'd slammed his hand down on the button, setting off the explosion that forced them all to leap back, the 'humans' on one side, and the Hath on the other, dust and rock particles filling the air as the ceiling collapsed before them, creating a giant mound of broken pipe and rock and wood blocking their path.

"You've sealed off the tunnel!" the Doctor turned to see the boy helping Mac up, having pushed her to the side and covered her from the debris, "Why did you do that?!"

"They were going to kill us all!" the boy argued, "I'm not gonna let them hurt mum."

Mac let out a breath at that, he…he sounded so much like her little brother just then. The boy had always been fiercely loyal to their mother, a true 'mama's boy' if ever there were one. Her sister had been a 'daddy's girl' whereas she had loved them both equally, though that was more because she was their firstborn, she had gotten equal shares of their attention all to herself for centuries before her siblings had been born.

Still though…it touched her deeply to hear the boy's wish to defend her and protect her.

"But they've got my friends!" the Doctor shook his head.

"And it was YOUR job to keep them safe," Mac defended her son, moving to stand beside him, "YOU were the one who invited them to travel with you, Doctor, whatever happens to them is on your own head."

"Sorry sir," the boy gave him an apologetic wince, "But, in the grand scheme…at least you've still got mum," he trailed off a moment hearing his mother grumble under her breath at that, "He," he nodded at the first and only soldier left, "Lost both his men. Statistically, you came out on top."

"They aren't statistics!" the Doctor snapped, "Their names are Martha and Donna!"

"Oh, you actually remember their names?" Mac looked at him mocking surprise, "Surprise, surprise."

"Of course I remember their names!" he glared at her, "They're my companions!"

"And how many have you had in the past that you've forgotten the names of? Hmm?" she narrowed her own eyes at him, "How many have died with their names lost to the mercy of your memory."

"None," he nearly spat, "I remember all of them. My companions are precious to me and…"

"Your companions are," she nearly sneered, "But how many others have died for you and you couldn't be bothered to remember, or even learn their names?" she shook her head, seeing him freeze, "How many have died to help you Doctor, died with families still wondering where they are? Precious? Your companions may be, but you don't care about the others, you don't care about the 'little lives' of others do you?" she scoffed, seeing him actually fail to answer or have a comeback to that, "Otherwise you'd have had enough decency to tell their families what happened, how they died for you, instead of running off to your TARDIS and never looking back."

The Doctor swallowed hard, feeling his hearts twist painfully at that because, no matter how cruel her words were…they were right, he never ever did go back to the families of the ones who died just to help him, he hardly ever looked back even on his own companions, "I'm gonna find them…" he murmured, a crack in his voice.

"Finally done running away?" Mac crossed her arms, "Or are you just feeling guilty for once?"

The first soldier kept him from having to answer as he moved before the two of them, aiming his gun at them, noting the other both tensing at the gun aimed at his mother but knowing better than to raise his own against his commanding officer, "You're going nowhere. You don't make sense, you two," he looked between them, "No guns, no marks, no fight in _you_," he looked at the Doctor, "But twice as much in YOU," and then Mac before shaking his head, "I'm taking you to General Cobb. Now, move," he nudged at them with the gun, nodding towards a back tunnel, leaving them little other choice but to walk on, the man calling out some instructions as they went, guiding them through the tunnels.

"So…" the boy looked at Mac, "What exactly is your name mum?" he asked, "Not that I don't like calling you mum, just…curious."

She smiled at that, "The humans like to call me Mackenzie."

He nodded, giving her a look for a moment, all too aware she'd said 'the humans called her that' and not that SHE called herself that. He shrugged though, at ease with that, if she didn't give him her real name then there had to be a reason for it right?

Mac eyed him for that, for the easy acceptance and felt the smallest of pings in her heart for it. It was…something like the Doctor used to do when they were young. Contrary to his current and seemingly boundless curiosity, he hadn't been all that determined to know every little detail about everything when he'd been younger. He sort of just…skimmed through life, learned what he had to, had fun, but was never so interested in things that he questioned every little thing about it, he was rather…easy going when he'd been younger. It hadn't been till he'd fled Gallifrey that he'd started to observe and find wonder in the universe around him.

And, for one brief, flicker of a moment…the traitorous thought that this boy might have been what hers and the Doctor's son would have been like way back then hit her, and she immediately banished it from her head. The LAST thing she ever wanted now was to be a mother to the Doctor's children, she could hardly stand to be around him. The only reason she would have agreed to go with him to get Donna and Martha back was because the sooner they did, the sooner she could take Martha back home and never have to deal with the Doctor again.

"And I'm the Doctor," the Doctor introduced, reaching out to shake the boy's hand, "And you?"

The boy shrugged, "Haven't been assigned a name yet."

Mac frowned at that, "They assign you names?" that didn't sit right with her, she didn't want her son to be named by anyone other than herself.

"They give us fighting knowledge, combat, but that's all the machine."

"So the machine embeds military history and tactics but no name," the Doctor murmured, "He's a generated anomaly, hmm…" he paused, thinking on that, "Generated anomaly…gen-e-ray…how about Ray?"

Mac stopped short, her jaw tensing.

"I…don't think mum's a fan of that one," the boy frowned at her, seeing her looking for all the world as though she were trying not to hit something, "You ok mum?"

Mac swallowed, "Doctor…stop using your mouth, start using your brain, and think very hard about the name you just suggested."

The Doctor blinked at that, considering why she might not be so agreeable to the name 'Ray,' it couldn't be that it was a human name, SHE had a human name. So…aliens, aliens…he blinked, "Sorry," he whispered, feeling like a bloody idiot for having said that name now.

Ray, when roughly translated from Gallifreyan to English, was the nickname of Mac's husband, someone who she shared NO love with at all. She had been one of the Contracted after all, much like her brother had been, but where her brother had been lucky to marry a woman he had grown to love, Mac had been stuck in quite the opposite. Her husband…he was a good man in the sense that he didn't abuse her, verbally or physically, but that was all the good qualities he had.

Mac, because of her inability to have children, something that had happened during the marriage, had come home once to find her husband had taken a mistress. It was…unfortunately…a little common on Gallifrey. When those who were Contracted discovered something like infertility in their partner, they were…in a way…given permission to 'bed' another for the sake of the bloodline. With living such long lives, children were precious and every couple strove for at least one child in their multiple lifetimes. Because of her condition, her husband had settled for another woman, while still married to her, and had two sons by her, sons Mac had never been able to bond with or even really see, not that she had wanted to. She had hoped that her husband might respect her more than to take a mistress, but it had happened.

"How 'bout Ted?" the boy suggested instead, "Genera-TED?"

Mac offered HIM a smile for that, "I like that, it's like teddy bears."

"What are teddy bears?" Ted blinked at her.

"I'll show you one when this is over," she promised, making him beam at the prospect of a future adventure with his mother.

"When this is over?" the Doctor frowned, "Mackenzie…" he sighed, not wanting to bring it up but fearing he might have to, "They stole a tissue sample at gunpoint and processed it," he reminded her gently, not entirely sure if she was listening to him, "It's…it's not exactly natural parentage…"

"Well he's not YOUR son," she snapped back, "So you have nothing to worry about, do you?"

"You won't be able to extrapolate a relationship from a biological accident!" he argued.

He just…this was not going to turn out well, he could tell it wouldn't. He could see her getting so attached to the boy but…he was also a soldier, who was to say he wouldn't get harmed in the upcoming battle with the Hath…if there was a battle? He'd get hurt, he might even die, and then what would happen? Mac would be crushed, just…shattered, to have had a child and lost it so suddenly. And despite her harsh and terribly true words to him…he cared for her.

He hadn't stopped caring for her, not in all the time they'd been apart and he couldn't bear to think of her that broken by what would happen.

He had done…so many terrible things to her over the course of his considerably long life. He really had, he could admit it, he was not some hero in a fairytale, he was not some knight in shining armor to her, and he had no right to be. In the stories of their lives…he really was the villain and he had…so much, almost too much, to make up for with her, beyond just what he'd done to Gallifrey which he would never blame her for not forgiving him over. But he had to try, no matter what she said or did, he had to keep trying because…

He could live with it, the guilt of what he'd done, he could accept it if he was never forgiven by any other Time Lord for his actions in the past, especially with Gallifrey, but…he NEEDED her forgiveness, he needed hers the most. He could deal with others hating him, but it broke his hearts a million times over for HER to hate him.

He needed to fix this.

"Just watch me," Mac challenged.

"Look," he ran a hand through his hair, "Just cos we share certain physiological traits with simian primates doesn't make us a monkey's uncle, does it?"

"Call my son a monkey again, Doctor, and I swear to god…"

"Oi," Teddy cut in, looking between them, "Mum…calm down, please?" he turned to Mac, waiting till she took a breath, "Just 'cos you and dad are having a tiff…"

"He's NOT your father," Mac shook her head.

"Definitely not," the Doctor agreed.

"Never will be."

The Doctor swallowed hard at that, not sure if she meant because of her own condition or she just hated him that much that she couldn't bear the thought of them ever having a family like that (if she HAD been able to have children). He…he could remember a time where they'd imagined their children, when they'd been younger and had their lives ahead of them. But then their own Contracts had been activated and they're imaginary family disappeared into the dust of time.

"Either way," Teddy continued, "I'm not a monkey," he pointed at the Doctor, "And mum, despite having been 'born' minutes go," he gestured at himself, "I'm not exactly a child," he offered them a smile though, "But I'll tell you what, I'll always call you mum and I DO happen to really want a banana right now," he added, giving them a laugh, "Are bananas good?"

"Oh wait till you try one," the Doctor grinned widely.

Before Mac could even comment on that, they'd reached a large auditorium-like room, a small stage off to the side, a progenation chamber off in the back with lines of soldiers stepping up and out of it. There were tables and chairs everywhere, darkness behind the windows of the walls, and guns everywhere.

"So, where are we?" the Doctor wondered, seeing what he thought was night outside the window, "What planet's this?"

"If you had bothered to run an environment check," Mac nearly snapped, "You'd know it's Messaline."

"Well, what's left of it," the one soldier muttered, before heading off across the room towards an older man with a mustache.

"…663, 75 deceased," a report was playing over the PA system, "Generation 6671, Extinct. Generation 6672, 46 deceased. Generation 6680, 14 deceased. Generation ..."

Mac frowned and looked at the stage, why set up their base of operations HERE, it was just…a regular room, a theater if it had to be called something and those windows…the Doctor watched as she wandered over to one, looking at the 'night' on the other side only to realize it was dirt instead, "It's all underground," she murmured.

"General Cobb, I presume?" she heard the Doctor greet as she turned around to see Teddy standing beside the Doctor, facing the older man, and made her way back over, making sure to stand on Teddy's other side and not next to the Time Lord, something he seemed to notice.

"Found in the Western tunnels," the man, Cobb, eyed them intently, his gaze dropping down to their hands, lingering on Mac's Y-shaped graze, "I'm told, with no marks. There was an outbreak of pacifism in the Eastern Zone, three generations back, before we lost contact, is that where you came from?"

"Eastern Zone, that's us, yeah. Yeah. I'm the Doctor, this is Mackenzie."

"And Teddy," Mac added, gesturing to the boy, "My son."

"Don't think you can infect us with your peacemaking," Cobb took on a hard look as he frowned at them, "We're committed to the fight, to the very end."

"Oh look, a real soldier," she muttered just loud enough for the Doctor to hear, making Teddy frown in confusion and glance at his mother.

He could tell she was angry with the Doctor man, he didn't know why but she was really, really cross with him. He wondered briefly if the man might have hurt her somehow and swore to himself to find out why, to see if there was something he could do to help them patch up their issues…or work out if he needed to come up with a way to kill the man for hurting his mother. It was…weird…he could feel it inside him the parts of him that were from her and the other parts from the machine.

He knew he was supposed to be a soldier, committed to the fight, hit seemed his mother even had a respect for them, but…there was just something holding him back from becoming one. And he knew it was his mother, for all her words and suggestions, she wasn't a fighter, he could tell, not like a soldier. Oh he could tell she fought, she had a fighting spirit, he knew that, he felt it in him too, but it was a different fight than what Cobb likely wanted and hoped he'd feel. It was like the machine was powerful but there was something different about his mother that overpowered whatever the machine was trying to program into him.

Whatever it was, he was grateful, because he could tell that, despite her respect for soldiers, his mother probably DIDN'T like the idea of fighting, and he would hate to be someone that made her sad.

"Well, that's alright," the Doctor remarked, "We can't stay anyway. I've gotta go and find my friend and…" he sighed, "Mackenzie has to find her associate."

Mac nodded at that, pleased he'd put Martha and Donna on different levels, Martha was HER associate now, which meant that he was agreeing Martha would be leaving with her as soon as they got the two back.

But Cobb shook his head, "That's not possible, all movement is regulated. We're at war."

"Never would have guessed that," Mac mumbled, making Teddy laugh and put his arm around her shoulder. She glanced at him for the move…almost alarmed by it.

She wasn't used to people being 'touchy' with her, she was sure UNIT got the impression she was a very distant person, very cold and strict. They mostly left her alone for the most part, let her be in her lab with her tech and little creations. And they'd be right too, this version of her was the most cut off she'd ever been…expect perhaps for how she'd been after her marriage. That was just…a disaster that made her miserable for such a long time.

The Doctor especially had suffered when she'd been married, she'd cut him out of her life entirely. This…how they were, was actually a step up for them. She 'spoke' to him this time, she didn't ignore him, she didn't avoid him. The last time they'd been together she had been entirely hardened to him, beyond hurt, beyond unhappy, and it was his fault.

He was the reason her life had been the misery it was, HE had had the chance to change everything, much like he'd had the chance to stop the Daleks and prevent the war.

And she'd reacted in kind, she'd just…shut down. Cut him out of her life. If he didn't want to be a part of her life, if her life didn't mean anything to him, why should his? He tried to contact her, she refused him at every turn. She'd just been so hurt and unhappy, and she could admit though, that despite that, she was afraid. She was afraid that if she did see him she'd go off on him and everything would just be that much worse. If she said nothing…then he was still somehow a part of her life even if she didn't see him. And despite their last true talk ending on the worst note, one that had torn her hearts out, she wouldn't have inflicted the same pain on him by shouting at him and saying things she knew she'd regret.

She'd avoided him back then to protect him from the festering anger she felt inside her.

Now…with the war and all her regenerations…she was different. It was one thing that his actions had harmed HER…it was another that they'd wiped out their entire planet, her friends, her family, everyone she cared about that had lasted to the end of the war…that was something she couldn't stand by. This new her…she didn't care, if she hurt him, if she angered him, she was apathetic. He'd done too much and she'd suffered too much to care about how her words might affect him.

And she was sure to let it be known just how badly he had made everything, how bad he STILL made things.

She'd been so different than she was now, her first incarnation, motherly, fretting, concerned. And very touchy herself. She was always the one that people came to for comfort, for reassurance, for a hug or a pat on the back or anything. She'd been like the 'mother hen' of the group, something, it seemed, her son had picked up in his creation.

"Yeah," the Doctor eyed the action between the two a moment, just knowing that the closer they got, the more they bonded, the harder it would be for Mac to let go of the boy in the end.

He wanted it for her, so badly, he wanted her to have that child she'd always dreamed of, he wanted her to be able to bond with Teddy and get to know him and have the boy travel but…he couldn't help but worry that they'd bond too fast and, with the war going on around them, that if Teddy got hurt…Mac would be devastated and it would break his hearts, despite how bitter she was with him…he understood that he DID deserve it, he honestly deserved worse and he…he still cared about her.

He'd never STOPPED caring about her actually.

Ever.

"We noticed," he continued, "With the Hath. But tell me, cos we got a bit out of circulation, Eastern Zone and all that, so, who exactly are the Hath?"

Cobb sighed, "Back at the dawn of this planet, these ancient halls were carved from the earth. Our ancestors dreamt of a new beginning, a colony where human and Hath could work and live together."

"So what happened?"

"The dream died," Cobb stated, "Broken, along with Hath promises. They wanted it all for themselves. But those early pioneers, they fought back. They used the machines to produce soldiers instead of colonists, and began this battle for survival."

Mac glanced at the windows again, "You said it was carved from the earth yes?" she looked back at him, "Why build underground?"

"The surface is too dangerous," the young boy who had taken them to Cobb replied.

"Well it seems rather pointless to build windows then," she gestured at the walls, Teddy starting to smile as he watched his mother go, "How do you plan to get everything on the surface if it's so dangerous?"

"I've…got a question too," Teddy added, "Those numbers," he nodded his head at the wall where a set of numbers were stamped, Mac frowning at them as she pulled her glasses onto her nose to see them better, "Machine didn't exactly tell us much of anything besides fighting so…care to share?"

"The rites and symbols of our ancestors," Cobb sighed, "The meanings...lost in time."

"So you don't know then?" Mac gave him an unimpressed look.

"No one does," the boy remarked.

Mac looked at the boy and blinked, "Your colony's going to need quite a lot of luck isn't it?"

Teddy snorted at that, but quickly covered it with a cough, getting what his mother was implying, she'd worked out the numbers. He…sort of didn't want to ask her what they were, if they were some sort of code or a system to catalogue things…he wanted to work it out for himself. His mother…he could tell she was just brilliant and he…he wanted to make her proud and work it out himself.

He also wanted to work it out before the Doctor as the man looked as confused as Cobb did about the meaning of the stamps.

"Tell me though," Mac turned back to Cobb, "This war of yours, how long has it been going on?"

"Longer than anyone can remember," Cobb answered sadly, "Countless generations marked only by the dead."

"Why?" the Doctor shook his head, "Why keep fighting?"

"Because they're fighting for their homes," Mac shot back at him, "A foreign concept for you I'm sure. But not everyone is a spineless coward that can sit there and watch their family die."

"Mackenzie…" the Doctor looked at her, "That's not fair…"

"Well when it becomes 'not true' I'll stop," she fired at him, pushing her glasses on top of her head.

The Doctor could only swallow and look away, it would never not be true. The start of the war…he'd kept away. He'd refused to fight, even as his family did. He HAD essentially sat there and let them fight while he hid. He…he could still remember the reports he got about when a family member would fall…till they stopped, the High Council unable to keep up with alerting the family members of the losses anymore.

That was another thing he knew about her, one thing that never changed despite her regenerations, much like his handwriting, it was…the truth. Whenever she said something about another, it was never hearsay from someone else, it was always based on her own experience, her own opinion, and her own evidence. She was there during the war, she was there around her family, around his, she knew exactly what he'd done during the war…and what she said, was what really happened.

He might paint it in any sort of picture that he wanted, he could tell everyone he was being noble, that he refused to take part of bloodshed and war and fighting. And it might be true, in his mind, even in reality, it might be a true, noble cause. But that was only one part of the decision, another was…he was a coward. He had admitted it numerous times, he was always running, always fleeing, never looking back. A war like the Last Great Time War…was the most terrifying thing he'd ever experienced in his life. He was scared, he was a coward, and he had fled even then, he had stayed away and 'refused' to fight.

For all he knew, it could also be seen by others as a sort of twisted revenge against his people, that they had exiled him and tested him and pushed him too much and he refused to fight because…why should he? Why should he fight for a people who were nothing but cruel to him?

THAT though, he knew, was NOT a part of his decision and he supposed he could only be grateful Mac didn't think it was that as well. It was bad enough that she'd lost all faith and care for him…to have her think him that sort of monster…he couldn't bear that.

"We sort of have to," Teddy shrugged, taking his arm away from his mother, "It's the machine, it tells us how to fight, every single one of us," he gestured around, "We share that knowledge, it's…" he hesitated, trying to think of a way to phrase it, "It's a shared knowledge, a shared code, a shared burden…"

The Doctor and even Mac looked at him sadly, though the Doctor more so because…he sounded so much like a Time Lord just then, talking about how they were all connected in some way by their knowledge of fighting. It was like the Time Lords, how they lived, what they were.

"We know how to fight…and we know how to die," Teddy finished.

"NO dying," Mac pointed at Teddy, "Or you're grounded Mister."

Teddy laughed at that, though he could see a true and genuine fear in his mother's eyes at what he'd said. He…could tell there was more to that fear than she was letting on. He kept…getting very odd senses off of her and the Doctor, their reactions to talk of soldiers and war that there was something else behind it, like they'd had more than enough experience with both. But he could also tell that it wasn't something they'd want to bring up, so he held back.

He held up his hands in surrender, "I'll try my level best," he winked at her.

The Doctor looked to the side, knowing he should really STOP saying things to Mac about her and her son, it…wasn't fair of him AT ALL to do it. HE had children, he'd gotten to experience it with his wife, and now Mac had a child, the only thing she'd ever wanted, and he had kept commenting on it like an insensitive prick. But it was just…hard, it was hard to not say it because he worried about her, so much. And he knew, he could feel it even now, the hearts-break and sorrow he felt in knowing his own children were dead, he wouldn't want that for anyone and, with Teddy being a soldier, he knew the likely outcome of it all.

"Does this show the entire city, including the Hath zones?" he asked, heading over to a small holographic map set up to the side, using that as a much needed distraction.

"Yes," Cobb nodded, "Why?"

"Well it'll help us find Martha…"

"Donna," Mac corrected as she and Teddy stepped over as well, her pulling her glasses on to examine the map as Teddy remained between her and the Doctor to try and prevent arguments, "YOU are looking for Donna."

"And Martha," the Doctor frowned.

"Martha is MY responsibility," Mac shot him a hard look, "Donna is YOUR companion. You worry about her and I'll worry about Martha. She's not your concern anymore."

"She's my friend," the Doctor argued, getting a bit of his fight back, "She was my companion and she's my friend now."

Mac scoffed, "What's her favorite color?"

"What's that got to do with anything?"

"You claim to be her friend, tell me, what's her favorite color?"

The Doctor was silent.

"Mr. Jones's first name? Where Martha lives?" Mac gave him another look, "Yes, you're some friend."

"Look," the boy of all people cut in, "We've more important things to do than listen to you two bicker," Mac and the Doctor rolled their eyes at that, 'bicker' right, "The Progenation Machines are powered down for the night shift, but soon as they're active, we could breed a whole platoon from you," he glanced at Mac.

"You're NOT touching her," the Doctor glared at her.

"I dunno," Mac shrugged, looking at Teddy, "Do you want any siblings?"

Teddy laughed, though he sort of agreed with the Doctor, "I think one of me is more than enough to keep you busy for a while. Why don't we wait till later to talk about giving me brothers and sisters."

"Yes thanks," the Doctor rolled his eyes, misinterpreting Teddy's agreement as also having an agreement with Mac in how he implied there might be more children later, "But if you don't mind, leave this to the people who are actually real."

"Doctor!" Mac snapped, completely furious with what he'd just said, something he seemed to realize as he winced…that…hadn't quite come out how he'd wanted it to.

"Like you can talk," Teddy scoffed back at him, "You're so far out there you might as well be someone's imaginary friend," he gave the Doctor a look from head to toe, "Look…I've got a mind of my own, opinions, arms and legs and a heart…" he added firmly, "I can think my own thoughts and argue and disagree…so how am I not real? What makes you so great?"

"He's not great," Mac told her son, "You wouldn't think it, looking at him with that stupid grin, but he's committed genocide."

The soldiers fell quiet and looked at him, the Doctor shifting at the awe in their eyes, before Cobb turned to the boy, "We should use HIM instead for the machines, we'll need more like him to find the Source."

"The, um, Source?" the Doctor asked weakly, shocked that Mac would bring up the destruction of their planet so openly, it wasn't something he ever went around broadcasting to others, and the Source…he was grasping at straws to find something to distract the soldiers from his own militant activities, "What's that?"

"The Breath of Life," Cobb smiled, but the Doctor just gave him a look to continue.

"In the beginning," the boy went on, "The Great One breathed life into the universe. And then she looked at what she'd done, and she sighed."

"She?" Teddy smiled, "Brilliant."

"Who else would be a 'Great One' and breathe life but a mother?" Mac shrugged, pushing her glasses up again, not at all surprised by that.

"Well," the Doctor just HAD to get in, "There are actually a few creation myths were men…"

"It's not myth," Cobb cut in with a frown, "It's _real_. That sigh, from the beginning of time, it was caught and kept as the Source. It was lost when the war started. But it's here, somewhere. Whoever holds the Source controls the destiny of the planet."

The Doctor glanced at the map and pulled out his sonic, poking around at the bottom of it, before grinning, "Ah! I thought so! There's a suppressed layer of information in this map, if I can just…" he flicked the sonic to a different setting and a new set of tunnels appeared.

Teddy blinked, "Is that…"

The Doctor nodded, "A whole complex of tunnels, hidden from sight."

Mac just closed her eyes at that, shaking her head, hidden for a REASON probably…and he'd just revealed it.

"That must be the lost temple!" Cobb pointed to one area, "The Source will be inside. You've shown us the way! And look, we're closer than the Hath! It's ours!" he turned to the men around him, "Tell them to prepare to move out. We'll progenate new soldiers on the morning shift, then we march. Once we reach the Temple, peace will be restored at long last!"

"Um," the Doctor shifted, "Call me old-fashioned, but if you really wanted peace couldn't you just stop fighting?"

"THAT sounds familiar," Mac muttered, "Just stop fighting and let others be slaughtered eh?"

Cobb pointed at her as though she had a point, "Only when we have the Source," he stated, " It'll give us the power to erase every stinking Hath from the face of this planet!"

"Hang on, hang on," the Doctor exclaimed, "A second ago it was peace in our time, now you're talking about genocide!?"

"For us, that means the same thing."

"Then you need to get yourself a better dictionary. When you do, look up genocide. You'll see a little picture of me and Macke…"

"DON'T drag me into this," Mac hissed at him.

"ME…there," the Doctor corrected quickly, wincing at her hiss, he was just…so used to her being there with him, that…even having her angry at him, just KNOWING she was there had made him think back to all those times, "And the caption will read 'Over my dead body!'"

"And mine," Teddy stepped up beside him, he'd seen it in the Doctor's eyes when his mother had brought up the genocide the man had apparently committed. The pain, horror, anguish…he could feel that part of him that was his mother and not the machine rising, not wanting genocide.

Stepping out of the machine, with all the military knowledge so fresh…he'd sort of just reacted, but, the more time he spent around his mother and the Doctor…the more he felt like them, whatever sort of aliens they were (why else would she have said humans before?) and less like what the machine was trying to make him.

Cobb just chuckled and looked at the Doctor, "You were the one who showed us the path to victory. But you can consider the irony from your prison cell. Cline, at arms!" he ordered and the young boy beside them lifted his gun, Teddy stepping in front of Mac instantly to protect her, "Take them, I won't have them spreading treason. And if you try anything, Doctor, I'll see that your woman dies first."

"I am NOT his woman," Mac snapped.

The Doctor was silent a moment, only Teddy noticing the brief flash of regret shine in the man's eyes at that, at the memory and the knowledge that…she could have been, once, a long time go, Mac COULD have been 'his woman' and then he'd gone and mucked it all up.

"Come on," Cline nudged them, "This way."

"I'm going to stop you, Cobb," the Doctor told the man as they passed, "You need to know that."

"I have an army and the breath of god on my side, Doctor," Cobb smirked, "What'll you have?"

"This," he tapped his head, "And…Mackenzie," he added, making Mac stiffen, "You have no idea the things she'll be able to build from all this junk," he looked around the room, seeing so many average, ordinary objects…but ones he knew she'd see different creations in. She was all about that, finding the simple tricks in objects, the small things that could be used to help instead of big complex creations.

"Lock them up, and guard them," Cobb turned to Cline who nodded and led the three on, all too aware that their latest soldier had betrayed them.

~8~

Teddy glared at Cline as they were shoved into a cell, Mac stumbling from the force of it and him rushing to steady her, shooting the man the look for it. Mac straightened herself and looked around, taking stock of the items in the room that might be useful. It was…something she was ashamed to say she'd been doing ever since the war. She'd look for anything that could make a useful weapon. The Daleks…well, a few had found other weapons factories and supplies houses and they all had to be prepared to fight back with whatever they could find. The room though was quite bare, a small cot with a blanket on it chained to the wall…the wall that had another set of numbers on it.

"We need to find that temple," the Doctor muttered as he moved to plop down on the cot, Mac moving to stand on the opposite end of the room from him, leaning on the bars of the cell, her arms draped through them, both to just put distance between them and also keep a look out that no one would hear him plotting away as she knew he'd be likely to do.

Teddy glanced between the two and moved to rest against the wall behind him, in between them so as not to take sides. He felt an instant loyalty and care for his mother, of course he did, she was the one who gave life to him like the Great One, but…at the same time that Doctor man was…interesting. He could tell the man has the best interests at heart and that he just wanted to help, to help rescue his friends and stop the war. He…liked the man, as well as he could with not knowing why his mother was cross with him.

"All myth is based in some sort of fact and if the temple is real, then the Source is too," the Doctor continued, running a hand through his hair, making it more stuck up, "It's got to be something. A piece of technology, a weapon…"

"Nice," Mac scoffed, "A weapon you just gave a genocidal maniac access to."

The Doctor's jaw tensed at that dig about genocide again, "It's not like you stopped me."

She spun around, glaring at him, "As though anyone could EVER stop you talking once you start!"

"As I recall, YOU had quite an effective method!"

THAT did it, Teddy could see, as his mother flushed and spun around to look back out the cell. He would have smiled at the flash of embarrassment he'd seen in his mother's eyes if he weren't so confused about why she'd reacted like that, "What…what method was that?"

"You DON'T need to know," Mac muttered.

But the Doctor just turned to him, "She would k…"

"Doctor!" Mac huffed, not even turning around as she made the same 'stop talking' gesture that she had in UNIT, putting all her fingers on her one hand together and snapping them down at her thumb to mime someone shutting their mouth.

"Was that it?" Teddy pointed at her.

The Doctor just shook his head, not saying anything so that Mac wouldn't get started again, "We need to get out of here," the Doctor muttered, digging through his pockets for something, "Find Martha and stop Cobb from slaughtering the Hath…" he looked up when he heard Teddy give a soft chuckle to see the boy watching him with a smile, his arms crossed, "What, what are you, what are you…what are you staring at?"

"You," he shrugged, "You say you're not a soldier and mum insists you're not, but you're making plans and strategizing, like general in charge of a platoon!"

"No," the Doctor shook his head, "No, I'm trying to stop the fighting."

"So was I," Teddy countered, nodding to the cell door.

"Well…I suppose. But that's…that's…technically..." the Doctor floundered a moment before shaking his head, "I haven't got time for this! Ah ha!" he cheered, finally finding what he'd been searching his pockets for, Martha's mobile phone. He quickly pulled his sonic out to give it a little boost of connectivity…

"What sort of weapon's that?" Teddy inquired, pushing off the wall to go sit beside the Doctor, watching the sonic curiously.

"It's not a weapon," the Doctor insisted.

"Anything can be a weapon," Mac countered, turning to face them again, "A rubber band could be a weapon."

The Doctor scoffed at that, "I doubt that."

Mac raised an eyebrow at that and strode over to him, pulling a rubber band out of her pocket, grateful she was still wearing her white lab coat, and held it, stretched, between her thumb and index finger, pulling back one end of it with her other hand and letting it snap out at the Doctor's neck before he could react.

"Ow!" the Doctor jumped to his feet, backing away from her, rubbing his neck, her having moved too quickly for him to react, "What was THAT for?!"

"Have I proven my point?" she gave him a look, crouching down to pick up a pebble, "Or would you like another demonstration?" she moved to do the same as she'd done before, but pulling the band back with the pebble in it.

Teddy leapt up, his hands up, "Ok, ok, why don't we calm down," he looked between them, "Fighting among ourselves isn't going to stop the fighting out there."

"Who says I care if the fighting stops?" Mac huffed, putting the band back.

Teddy just looked at her softly, already able to hear the lie in her voice despite having only known her a short while, "Your eyes do," he told her, "You don't like the fighting anymore than he does," he nodded back at the Doctor, "So…" he clapped his hands, "How about we work together and try to end this war? Hmm?"

Before either of them could reply, Martha's voice shouted into the room, "Doctor?"

They looked down at the phone in the Doctor's hand when Donna's voice joined hers, "Spaceman?"

"Martha!" the Doctor lifted the phone, holding it on speaker as Mac returned to the door to keep watch, "Donna! You're alive!"

"Doctor!" Martha laughed, "Oh, am I glad to hear your voice! Are you all right?"

"I'm ok," he replied, "I'm with Mackenzie and we're fine, what about you?"

"What about that other bloke?" Donna cut in, "That boy…"

"Teddy," Teddy offered, "Hello!"

"Hello?" Martha took up this time, sounding confused.

"Where are you Dr. Jones?" Mac called, not wanting them to get on the topic of Teddy, not wanting the Doctor to go on another tangent about how he was the product of a machine and not her son and not real…he was flesh and blood and heart, how was that not real?

"We're with those fish things," Donna explained.

"We're ok," Martha agreed, "But something's going on. The Hath are all marching off to some place that's appeared on this map thing."

"Oh," the Doctor winced, "That was me."

"Doctor…" Teddy frowned, "If Cobb and the Hath are both going to the same place..." he shook his head, unwilling to say it.

"It'll be a massacre," Mac did it for them.

"What do you want us to do?" Martha asked.

"Just stay where you are," the Doctor looked at the phone, "If you're safe there then don't move, d'you hear?"

"But can't we help more if we…" Donna began, only for static to start playing up, "Doctor?"

"Doctor?" Martha tried, "Mac? Mac!"

But the call cut out.

"The humans are heading out," Mac called, glancing back at them, "I can hear them cheering," and indeed they could, all the way from the prison cell which meant that ALL the soldiers had to have gathered, "And Cline's heading back," she stepped away from the cell door, seeing the boy heading back.

"We have to get past that guard," the Doctor agreed.

Teddy nodded, "Leave it to me…"

The Doctor, though, reached out to stop him, only for Mac to stride over and slap his hands away, sending him a warning glare NOT to manhandle her son, "You're not going anywhere," he turned to the boy.

"And why not?" he scoffed.

"You belong here, with them."

"Like hell he does," Mac glared, "He's MY son, he belongs with ME."

"He's a soldier," the Doctor looked at her, pleading with her to understand, "He came out of that machine! He's not truly your son Mackenzie. He…" he took a breath, "He'll just break your hearts."

Mac's jaw tensed, "Well you'd be the expert on that wouldn't you?" she countered harshly, "Didn't stop you did it?"

"I said I was sorry a thousand times," the Doctor said softly.

"Sorry doesn't make anything better," she nearly spat, "It didn't then, it doesn't now. And if you keep saying my son isn't my son, so help me God Doctor, I will…"

"Mum," Teddy cut in, gently tugging her back, "It's ok…I get it," he told her, "I…I'm from that machine and, well, the settlers were human," he shrugged, "I get you're aliens and all, so…I'm probably human too, one that just looks like you mum and…"

"Do you still have that ridiculous stethoscope?" Mac turned to the Doctor, interrupting Teddy slightly. It was a joke gift that she and a few friends had given him when he'd picked his title. A stethoscope like a popper Earth Doctor.

"Yeah…" the Doctor frowned, but Mac just held out her hand for it and he pulled it out, handing it to her.

"Care to share mum?" Teddy asked her, amused, when she turned and put it on, holding the end up to him.

"I need to prove something to the both of you it seems," was all she said, placing the end on his left chest…then his right, smiling faintly, the first smile either of them had really seen, "Two hearts," she murmured, glancing at the Doctor, "He has TWO hearts."

The Doctor blinked at that, startled, and stepped over, taking the stethoscope from her and listening for himself, blinking and staring at Teddy in awe as he pulled away, "But that's…impossible."

Teddy just frowned, ever since he'd stepped out of the machine he'd felt them both beating. He'd thought the machine might have just glitched and given him an extra heart, he knew humans only had one, but…it seemed whatever aliens they were, they had two hearts too, "Is that important?"

"Yes," Mac nodded, turning back to him, "It means you're not a human, the machine replicated you perfectly in species. You're a Time Lord."

"Is that what you are?" he looked at her.

"Close," she gave a soft laugh, the Doctor closing his eyes at the familiar sound, her laugh hadn't changed either from what he remembered, it was…reassuring, if hearts-breaking to know that Teddy had gotten that from her and not HIM. He'd always been the one to make her laugh, the one to reassure her so much that she'd give him one, "I'm a Time Lady."

"So then the Doctor's a Time Lord?" Teddy guessed.

"Yeah."

Teddy started to smile at that, "I'm a Time Lord."

"You're an echo," the Doctor corrected.

"Doctor!" Mac snapped, returning to glaring at him, not understanding what his problem with Teddy was. He knew, he knew better than anyone what she'd gone through on Gallifrey, what she'd lost, what she could never have…and yet he kept fighting her against it, trying to convince her that Teddy wasn't real, that he wasn't really her son. Well bollocks to that!

"I'm sorry," the Doctor gave her a sorrowful look, "But…you KNOW that Mackenzie, Time Lords are…so much more. A sum of knowledge. A code. A shared history. A shared suffering…"

"Like those of us born from that machine," Teddy pointed out, "I may not be connected to you like that," he said, thoughtful, "But I do understand."

"You couldn't possibly," the Doctor shook his head, "And you'll never be able to. Cos it's gone now. All of it. Gone forever."

"…what happened?" Teddy asked cautiously, "And don't lie or try to not say," he added, "I can see it in the both of you. I can tell, you've seen a war, haven't you? Is that what happened to the Time Lords? A war?"

"Yeah," the Doctor let out a breath, nodding.

"Was it like this one?"

"This one would be a minor skirmish compared to the Last Great Time War," Mac murmured sadly, putting it in perspective for her son.

Teddy nodded, eyeing them, "You both fought in it, didn't you? Fought and killed?" they nodded, "So you're just like me then," he whispered, frowning, "I'm sorry."

The Doctor shook his at that, remembering Mac's first incarnation, how she was like, '_Just like you Nae,_' he thought to himself, blinking and stiffening when she glanced over at him, giving him a look as though she'd heard him. But…that had to be impossible, their mental connection should have faded or at least been blocked on her part…

Mac shook her head, "We need to work out a way out of here…" she reached into her pocket and smiled, pulling out a small match box, glancing at Teddy as they started to grin.

~8~

Teddy smiled, whistling quietly as he and his mother walked through the halls with the Doctor. It had been…a little too easy to get out of that cell. Bundle the sheets on the bed into the corner, drop a lit match into the fabric and watch as Cline ran in with an extinguisher, one that looked quite a lot like the old Earth ones. Stick out a foot as the boy ran in so he fell down, dropping the extinguisher, and it was a simple case of grabbing the red canister and hitting the boy in the back of the head with it…before putting out the fire so that no alarms would go off. Cline had been in such a rush to get in there he hadn't thought to close the cell doors behind him and off they went.

The Doctor hadn't been a fan of knocking the boy out or of tying him up with the remaining sheets so he couldn't call for help, but Mac had just given him permission to do it so he'd listened to his mother as a good son did. And there they were, heading down the halls…only for the Doctor to stop and pull back, spotting another guard.

"That's the way out," the Doctor muttered.

Teddy glanced down at the extinguisher in his hand, having taken it just in case something like this came up, and turned to Mac, offering it to her, "You want the pleasure this time mum?"

"Don't mind if I do," she nodded, taking it.

"Don't you dare!" the Doctor hissed, reaching out to grab her arm.

Mac stiffened, "Take your hand off me Doctor or I will use this on you first."

He quickly snapped his hand back at that, not wanting to be knocked out, not when Martha and Donna were depending on him.

Mac continued on, sneaking up to the guard just as he passed and hitting him in the back of the head with the canister just as Teddy had done.

"Mum you're a star!" Teddy cheered, rushing out to hug her, spinning her around, though the Doctor was more solemn and reserved, looking at her sadly.

"What?" she snapped, seeing his gaze.

"Nothing, it's just…" the Doctor trailed off, "You've changed Mac."

Mac gave him a hard look, "War and betrayal does that to a person," before she continued on.

Teddy hesitated, glancing at the fallen soldier before moving to search him for a map of some sort, thinking Cobb might have provided his men with a new one as proof that the Hath's end was near, "What…what did you do to mum to make her so cross with you?" he had to ask.

The Doctor sighed and ran a hand down his face, "Too much."

Teddy frowned at that, watching the Doctor head after his mother, that was not a good answer. But he shook his head when he found the map and ran after them.

~8~

The Doctor had taken the lead, Teddy having given him the map to lead the way, allowing the boy and Mac to talk quietly behind him. He would have tried to stop it a little more than he had but…he could hear Mac talking a little about her life on Earth and…he was very curious to learn about it, about how she'd ended up with UNIT, the things they'd faced down while he'd been off elsewhere.

He frowned, though when he saw something on the map, "Hold on," he called to them, "This is it. The hidden tunnel. There must be a control panel," he turned around trying to find something and heading to a small box on the wall, sonicing it.

Mac glanced around, spotting another set of numbers, this one ending in 1-4 instead of 1-6 like in the prison cell. She had to frown, she'd glimpsed the map and if they were at the point she thought, the distance from the Source, and the numbers were an indication also of the distance between here and the cell…she could guess what the number would be inside the 'temple' and if it was as she thought and there wasn't some ridiculous gap between the numbers…this was even more of a mess than she'd first thought.

"Here it is," the Doctor grinned finding a control panel and getting to work on that.

"Hey mum," Teddy began, looking between her and the numbers, "I just wanted to ask, since I'm actually a proper Time Lord…what exactly is it that we do?"

"What do you mean?" Mac glanced at him.

"What do Time Lords do? What are they like?"

"We travel," the Doctor called, still working, "Through time and space."

Mac rolled his eyes, "HE does that," she countered, "AGAINST the laws," she had to add, "He gets involved, he alters history, he changes destinies that ought not be tampered with," she shot the Doctor a glare, seeing him stop working for a moment, "He steals and lies and cheats. The Doctor is a sorry excuse for a Time Lord."

"He…must have some redeeming qualities," Teddy tried to goad it out of her, he could tell that…everything his mother was saying…it was just angry words. It was just…words. He was more like her than she might realize and he could just tell it was her anger speaking and not what she truly thought of the Doctor.

Mac was silent, with her son looking at her…she couldn't exactly lie about the Doctor, "At times…he has been known to save a planet or two, rescue civilizations, defeat creatures, and…from time to time, save a life."

Teddy smiled at that, "And Time Lords don't usually do that?"

Mac glanced to the side, "No."

She hated being reminded of that. It was hard to be angry with the Doctor for breaking those laws of their people when she too disagreed with them. But, luckily for her and unluckily for him, that was only a tiny portion of her anger for him. She had plenty more where that came from.

"Got it!" the Doctor cheered, using the door sliding open as a distraction from Mac's biting words.

"Squad 5, with me!" they could hear Cobb order in the distance.

"Come on!" the Doctor shouted, leading them through the door, around a corner…and right to a hall that was blocked by crisscrossing red beams.

"No don't!" Teddy reached out to stop the Doctor getting too close to look at it, "It's an arming device," he warned, "Touch it and it'll obliterate you!"

Mac glanced to the side at another set of numbers as the Doctor ran to the controls, trying to shut the beams off, "Here we go!" he muttered.

Teddy spun around, hearing shouting getting nearer, "It's Cobb," he turned to run.

"What are you doing?" Mac called as he dashed off.

Teddy turned around, still moving backwards with a grin, "Cause a distraction," he winked at her, moving to head on.

"Think he'll try to kill them?" the Doctor glanced at her as he worked, "He IS a soldier…"

Mac shot him a glare, "He's not YOU, Doctor," she fired back, "He won't kill his own people," she could admit, as he'd implied himself, that Teddy felt a kinship to the others born of the machine despite being her son.

The Doctor gave her a sorrowful, and very hurt look, before he turned back to the controls, both of them trying to ignore the sounds of gunshots going off…

"Almost…" he began, working on the controls.

Mac looked back and forth between him and the door Teddy had run through, before huffing, "Enough of this," and striding to the edge of the beams, pulling a small compact mirror from her pocket and carefully, and quickly, sliding it under the one lasers, using a small pebble to get the angle right, sending the beam back at itself and shorting out the others, "Teddy!" she shouted back, "Come on!"

She pulled her arm away as the Doctor tried to grab it and get her running with him through the tunnel, waiting for her son first, the two of them dashing off after the Doctor.

"Wait!" Teddy pulled back as they reached the other side, looking around for a moment before finding a pebble, "Mum?" he held out a hand.

She smiled, knowing what he wanted, and handed him the rubber band.

He grinned and set the mini makeshift slingshot up, shooting the pebble at the mirror, not only cracking it but nudging it off to the side enough where the lasers turned back on, destroying the mirror in the process, trapping Cobb and the soldiers on the other side as they ran up.

Mac cheered and hugged her son, pressing a small kiss to his cheek.

"Oh mum," Teddy mock-groaned, wiping at the side of his face, making her laugh, her hearts warming so much at that.

"At arms!" Cobb shouted but the three remained firm even as the soldiers lifted their guns.

"I warned you, Cobb," the Doctor told him, "If the Source is a weapon, I'm…" Teddy cleared his throat, "We're gonna make sure you never use it."

"One of us is gonna die today and it won't be me," Cobb glared, opening fire as Teddy pushed the two Time Lords out.

~8~

Teddy walked beside his mother, glancing at her what he hoped was subtly as he tried to work out something, "What?" she asked, having caught him.

He gave her a small smile for it, "You and the Doctor…" he began, "You're…NOT together?"

"No," she said, so firmly that Teddy saw the Doctor wince, which made him suspicious.

"WERE you ever together?"

"No."

The Doctor actually stopped at that, "Mackenzie…" he looked at her.

"If we had been," Mac shot him a hard look, "If we truly had been together like that…we still would be."

The Doctor looked down as she pushed past him, Teddy glancing between the two of them in confusion and concern, he…got the feeling that they HAD actually been together at one point, but that something had happened between them. The Doctor's reaction made him feel like they had been something to each other, but his mother's reaction made him feel like it ended on a VERY bad note.

He cleared his throat, trying to change the topic to one less awkward, "Do you travel with him then?"

"No," Mac stated again.

"Will you travel with him?"

"No."

"Not even…not even if I wanted to?"

This time it was Mac who stopped and looked at HIM, "Do you?"

Teddy offered her an awkward, apologetic shrug, "Might be interesting to see those civilizations. New worlds, new skies…" he glanced at the small window in the hall, completely black from the earth behind it, "An actual sky…"

"Um…" the Doctor rubbed the back of his neck, sighing as he gave in just this little bit, "You're welcome to," he offered, "If you want."

Would it be entirely selfish of him to admit that a small part of him was hoping the boy would say yes because he KNEW Mac wouldn't give up the chance to know her son? That she'd come travelling with him too if it meant she could spend more time with Teddy? He'd spent all that time telling her the boy wasn't real, that she couldn't get attached to him…but now the tides had turned and…he almost needed the boy to get through to Mac.

He just…he wanted a chance to make it up to her, to make amends for all his crimes against her, earn penance for all the sins he committed.

"Really?" Teddy looked at him, starting to smile, before he saw the expression on his mother's face, "Could…could I?"

Mac swallowed hard, "You said it yourself, you're not a child," she whispered, her voice thick with emotion, "I can't stop you."

"Mum," Teddy reached out to take her hand, "I want YOU to be happy first, if you don't want me to…I won't go."

She offered him a smile, knowing she wouldn't be able to say no, not really, she already cared about the boy so much and the thought of seeing him unhappy because she'd refused him something…she didn't like that, "We'll talk later," she offered, "How's that?"

He grinned, seeing it wasn't an outright refusal, and nodded, "Sounds like a plan to me," he glanced over his shoulder, "I'm gonna go scout ahead, see if there are any more traps."

Mac watched him go, concerned, as he turned a corner, hoping that his knowledge of weapons and strategies would help him spot the traps first.

"You're um…doing well," the Doctor began as they slowly started walking, not at all sure what to say or what he could say that wouldn't start her glaring or yelling at him, "Being a mum and all."

"You're not exactly the best person to criticize me," she muttered, "How old was your granddaughter when you abandoned her on earth again?"

"She fell in love," he defended, "I was giving her a chance to live a happy life."

"To marry a human, who would wither, decay, and die before her eyes as she stayed looking just like the day he met her?" she gave him an incredulous look, "In a war-torn future, with a man she barely knew?" she scoffed, "Yes, that would be SUCH a happy life in the end."

He swallowed hard at that, recalling the tongue-lashing and threats he'd gotten from his wife and daughter from Gallifrey when they'd realized what he'd done for Susan. His daughter didn't speak to him again after learning what he'd done to her own daughter. He'd tried to explain Susan had fallen in love, but his daughter wouldn't hear of it. Susan was her youngest, her baby, and, to her, he'd left her on Earth with no one she knew, no family, no support. Clearly one of them had also informed Mac about it.

He had to look away though, her words…they were so similar to what he'd told Rose once about why he didn't look back on his old companions. He hadn't thought it through when he'd left Susan there…he really hadn't.

"And tell me," Mac continued, not at all finished with her tirade, "What did your children say when you decided to go gallivanting across the Universe in a TARDIS without them? Did you really wish to escape your wife THAT badly?"

He was silent. His children had been furious. It was meant to start off as a little trip with him and Susan, it had escalated as all things did when it came to him, according to Martha. One trip turned into two, to four, to eight and just kept going. He was sure if divorce were possible on Gallifrey, if a separation of any kind were possible besides for death of a spouse, that his wife would have divorced him in a hearts beat.

"Can you not talk about them?" he whispered, his hearts breaking to remember that…there was a very BIG chance his children and wife had died being furious with him instead of loving him as he liked to remember them as.

"Why, don't want to remember that you killed them with the planet?" she scoffed.

"No, actually they died in a Dalek bombing, all of them gone before I joined the war," he countered harshly.

Mac was silent this time, wanting SO badly to remind him the war wouldn't have even started if he'd destroyed the Daleks when he'd had the chance. But…now that she had Teddy, children…they were a touchy subject, always had been, and…she couldn't bring that up again, not after learning THAT.

"Do you want to know why I keep trying to pull Teddy away from you?" he continued, feeling his own anger rise, "Because I know what it's like to lose your child and I wouldn't wish that feeling on anyone. I don't want you to look at a child and see him, to feel the hole he'll leave and all the pain that fills it. Because if he dies…which, to be honest, the three of us are likely to do with Cobb after us…if he dies, that part of you will die with him. And it won't ever come back."

"Then it'll be MY burden to bear," she countered after a moment, not snapping at him for once, "YOU got know your children, I want the same chance to know MY child."

"Mum!" they looked over, hearing gunshots a moment before Teddy ran back to them, "They got through the beams, we need to go!" he reached out and took her hand, pulling her on, the Doctor watching how protective the boy was for only a moment before running after them.

~8~

Mac, the Doctor, and Teddy came to a stop at a deadend, "Um…shouldn't there be a door?" Teddy frowned, looking over the Doctor's arm at the map in his hand.

"This HAS to be the temple," the Doctor agreed, reaching forward to touch the wall, "This is a door!" he realized, quickly getting to work with the sonic.

Mac glanced over at the wall, pulling her glasses down to see that 1-2 the number said now, and, if the temple was really on the other side of this door…the number on the other side, given how they'd counted down, was going to be something to wonder at.

"I've got it," the Doctor mumbled as Teddy glanced to the side, hearing Cobb getting nearer, "Nearly done…now! Got it!" he grinned, leaping away as the door opened, allowing them to the other side.

"I can see him!" Teddy called, "Get the door shut!"

The Doctor quickly pushed some keys on a control panel and the door shut, sealing Cobb and the others on the other side.

"Temple my ass," Mac muttered, looking around at the room, if anything it was an engine room of some sort of spaceship.

"What is this place?" Teddy frowned, able to tell it wasn't a temple either.

"Fusion-drive transport," the Doctor stated, "It's a spaceship!"

Teddy glanced at him, "Like the one the first colonists came in?"

"Well, it could be, but the power cells would have run down after all that time. This one's still powered-up and functioning."

"It IS," Mac shook her head, "It hasn't been that long at all," the two men looked at her and she rolled her eyes, "Where're those numbers?" she stepped further into the room, trying to find one of the stamped numbers to prove her point.

"Watch out!" Teddy called, pulling her back as a wall sparked, someone cutting through it from the other side, "It's got to be the Hath," he squinted at the door, "It won't hold too long and Cobb's right behind us…" he looked at the Doctor, "What do we do?"

The Doctor looked around for something to help and spotted a computer terminal, "Ship's log!" he pointed at it, rushing over and examining it as the others walked over, "'First wave of Human/Hath co-colonisation of planet Messaline,'" he blinked and looked at Mac, "How did you know it was the original ship?"

"First explain what happened between the humans and the Hath," she countered, they needed to know how to stop the war more than the date.

He frowned, but looked back at the screen, "'Phase one. Construction.' They used robot drones to build the city. Um…" he scrolled down it more, "Final entry...'Mission commander dead. Still no agreement on who should assume leadership. Hath and humans have divided into factions.' That must be it! A power vacuum. The crew divided into two factions and turned on each other. Start using the progenation machines and suddenly you've got two armies fighting a never-ending war!"

Teddy nodded and turned to Mac, "So how did you know?"

She merely pointed at the numbers that were appearing at the end of the entry, "That," she pointed, "It's not a catalogue, it's the date. The Intergalactic date, then their version of a year, month, and day in the New Byzantine Calendar format," she looked at them, "They marked their building with the date."

Teddy eyed the date a moment, "So when it says 6012-07-17 here and 07-24 in the theater…"

"Exactly," Mac nodded, "Seven days."

"Just seven days?" the Doctor blinked, unable to fathom that the war had only been going on 7 days and not 7 centuries or something.

"It's not like they kept track in years," Mac reminded him, "Just generations lost."

The Doctor nodded at that, they could make more and more soldiers instantly, generations after generation of one person at one machine and if they had more and more people…they certainly could have fought 7 days and lost countless generations. When one died, it just became a legacy to pass on to the next.

"And all the buildings, the encampments, they're just empty and waiting to be populated," the Doctor realized, "Oh, they've mythologised their entire history! The Source must be part of that too. Come on!" he turned and led them out of the room, into a hall and around a corner…only for them to crash into Martha and Donna!

…a rather dirty Martha and Donna.

"Mac!" Martha gasped at the same time Donna cheered, "Doctor!"

"Martha!" he jumped forward to hug them, "Donna."

"Ms. Noble," Mac gave them a small nod, making no move to hug them, seeing them again, seeing the state they were in…it was just reminding her of how much danger the Doctor brought to them, "Dr. Jones."

"Hello Mac," Martha repeated, "And…Mac's son?" she eyed Teddy.

"Teddy!" he grinned widely, reaching out to shake their hands enthusiastically, not even caring that they were dirty, "Pleasure."

"What happened to you two?" the Doctor eyed them, seeing a strain and a sorrow in their eyes as well.

"We um," Martha glanced at Donna, "Took the surface route."

"One of…" Donna swallowed, tears in her eyes, "One of the Hath was helping us…"

They didn't even need to ask what happened to the lone Hath if the two humans were in such a state, clearly the surface was more dangerous than they thought.

"It's Cobb!" Teddy shouted, looking back over his shoulder, hearing the shouting of the soldiers.

"We haven't got much time," the Doctor agreed.

"Well it would have helped if you'd let me find a map on that system," Mac shot a glare at him, "Instead of rushing about without a plan!" she'd been about to get out of the log and try to find a schematic of the ship to help them, maybe see if she could find where the Source was, but the Doctor ran out and Teddy went out after him and she refused to abandon her son or leave him alone with the man.

"Um, is it me, or can you smell flowers?" Martha glanced at Donna, knowing that if the scent was strong enough for even Donna to smell over the scent of their own odor from the surface, then it wasn't just her imagination.

"Yeah, I can," Donna nodded.

"Bougainvillea!" the Doctor cheered, "I say we follow our nose!"

"Yes, because THAT worked so well the last time you said that," Mac muttered, the Doctor flushing as he recalled a particular adventure from their past that hadn't ended on the best note and resulted in them both being unable to smell for two months.

"Blocks 7 to 10, advance!" they could hear Cobb behind them as they ran, following the scent to a large greenhouse-like room, "With me!"

They paused to look around, it was filled with palms and flowers and a plethora of other exotic and beautiful plants.

The Doctor had to smile at that and glance at Mac, seeing her actually…SMILING at the sight, "How's it compare?" he asked her. She'd always loved flowers and gardening. She'd taken it up, he knew, after she'd lost her baby, something about being able to grow and bring life from a tiny seed and see a beautiful flower speaking to her and comforting her. Like…she might not be able to create Time Lord life, but she could still nurture the life around her.

Mac's smile immediately fell to a line, "I can't quite remember what my garden looked like," she shot him a look, "Since it doesn't exist anymore."

The Doctor sighed and looked away, knowing she was referring to the time lock he'd put on the planet and not a Dalek bombing or something. A good move though as he spotted something across the room, "There it is," he muttered, walking over towards a sphere sitting on a pedestal, a rainbow of colored gasses shining inside it, "The Source."

Teddy smiled at it, "It's brilliant."

"What is the Source?" Martha glanced at them, both her and Donna feeling lost.

"It's a third generation terraforming device," Mac stated, "Crude, and ancient, but effective."

"So why are we suddenly in Kew Gardens?" Donna shook her head.

"Because that's what it does," the Doctor examined it, "All this, only bigger. Much bigger! It's in a transit state. Producing all this must help keep it stable before they finally..." he reached out to touch it, only for Mac to slap his hands.

"You'll break it," she hissed at him, "Like you do everything."

Before the Doctor could respond to that, the Hath and the humans ran in on either side of the small open area in the garden, both immediately lifting their guns at the other when they were in sight.

"No don't!" Teddy leapt forward, holding up both hands at either side.

"Stop!" Mac jumped over, no one really sure if she was talking to Teddy or the Hath/Humans.

"Hold your fire!" the Doctor joined them.

"What is this?" Cobb glared at them, "Some kind of trap?"

"If it was, you wouldn't be able to work it out," Mac told him.

"You said you wanted this war over," the Doctor cut in.

"I want this war _won_," Cobb corrected.

"That's not gonna happen," Teddy shook his head, "Can't you see? You're both fighting for the same thing and you don't even know what it is!"

The Doctor nodded and pointed to him, "Your whole history, it's just Chinese whispers. Getting more distorted the more it's passed on," he jerked a thumb back at the sphere, "This is the Source. This is what you're fighting over. A device to rejuvenate a planet's ecosystem. It's nothing mystical. It's from a laboratory, not some creator. It's a bubble of gases. A cocktail of stuff for accelerated evolution. Methane, hydrogen, ammonia, amino acids, proteins, nucleic acids. It's used to make barren planets habitable. Look around you! It's not for killing, it's bringing life. If you allow it, it can lift you out of these dark tunnels and into the bright, bright sunlight! No more fighting. No more killing," he turned and grabbed the sphere, ignoring Mac's hiss to leave it alone, "I'm the Doctor, and I declare this war is over!"

And with that, the threw the sphere at the ground, smashing it in the dirt and releasing the gasses that blazed above them in golds and greens, before it spread out, taking over the entire surface of the air above them. The humans and Hath looked on, slowly lowering their weapons as Mac watched them, their gazes fixed above. It seemed like maybe, just this once, one of those very rare times she'd mentioned to Teddy, the Doctor wasn't a complete ignoramus and might just get them all out of there alive.

Good, she wanted to go home and get back to work.

"What's it doing?" Teddy whispered to them, staring at the gas as well, having never seen anything like it.

"Starting to terraform the planet," Mac glanced at him, smiling at his awed look, and looking at the gasses too.

"And terraforming means…"

The Doctor chuckled, that was something Mac used to do when he'd first met her, never ask question just…leave open ended sentences, "It means a new world."

Teddy smiled at it before glancing at his mother and then to the Doctor…only for his eyes to widen as he saw Cobb lifting his gun at the man, "No!" he cried, pushing the Doctor out of the way…and getting hit with the bullet instead.

"Teddy!" Mac gasped, leaping forward as her son crumbled to his knees before her eyes, the Humans rushing to restrain Cobb, seizing his gun as she gathered her son in her arms, "Teddy? You're ok…you're ok…" she murmured, more emotion in her voice than anyone in the room had heard from her in ages.

And it broke their hearts that the emotion was fear and pain and sorrow as her son bled in her arms.

Martha immediately rushed to her side, trying to check the room, check the boy's pulse, "Is he gonna be alright?" Donna whispered, moving to kneel beside the Doctor as he crouched across from Mac. But the solemnly look from Martha was all anyone needed to realize no…he wouldn't be.

"Teddy…" Mac breathed, tears in her eyes, "Why would you do that?"

Teddy looked at her, trying to keep the pain out of his eyes, "You need him mum," he whispered.

"No, I don't," she said firmly.

"Your eyes say different," he tried to smile at her, "Your eyes are my eyes, I'm you," he nearly shrugged, but only winced, "We're the same and…I need him too. I…" he swallowed hard, feeling it get harder to breath, "I need a dad, and you…you need a Doctor mum."

"I don't need anyone," she argued, "Just…just you."

"You're as hurt as I am," he remarked, though they knew he was speaking figuratively for Mac's own pain, "He can help you," he weakly reached out for Mac's hand, "Please mum…let him."

Mac swallowed hard, "You're certainly my son," she murmured, not making any sort of promise, not even now, "And you're brilliant," she sniffled, not even feeling when Martha put a hand on her back in comfort.

"Course I am," his words started to slur, "I'm YOUR son."

"I love you Teddy," she breathed, squeezing him tighter.

"Love you…too mum," he smiled up at her one more time before his eyes drifted closed and he breathed out one last time.

"He's got two hearts," the Doctor tried to comfort her, his hearts breaking at how her face crumbled into one of absolute pain, this…THIS was what he was trying to avoid, "If we just wait..."

But Mac shook her head, "He won't regenerate," she let out a sob, he would have already if he could. Maybe the machine had more of a say in his DNA than they'd hoped.

"I'm sorry," he whispered.

"Why do all my family die because of you?" she looked up at him, tears streaming down her face that she couldn't stop. It was…Teddy was her son, her child, the ONE child she'd ever had…likely the only child she'd ever get to have and now…he was gone, having stepped in a bullet's path for _the Doctor_.

The Doctor watched as she gathered Teddy more in her arms and hugged him tightly, crying, something he was sure this new her was loath to do in front of others and felt a boiling rage fill him…for one man. He pushed himself to his feet and turned to Cobb, being held down by the men, and stormed over to him, grabbing his fallen gun.

He crouched before the man and held the weapon up to him, "With this, I could end your life just as easily as you did his," he spat, "But you know what? I never would. And Teddy…Teddy wouldn't want me to. Have you got that? You killed him, and he wouldn't want you dead," he stood up and looked between the men and Hath, determined to NOT have Teddy's death be in vain, "When you start this new world. This world of Human and Hath... remember that! Make the foundation of this society. A man who wouldn't want death and fighting!"

He threw the gun down and looked over at Mac, sitting between Martha and Donna, still holding her son, and felt his hearts break even more to realize…there was nothing he could do to make it all better.

Teddy was wrong.

Some Doctor he was.

~8~

Mac had been loathe to let the Hath or humans take her son but…only the thought that the humans and Hat before her were also products of the machine allowed it. They were like her son, he'd felt a kinship to them and…she couldn't keep him from 'his people' anymore than she felt at ease being without her own. That was why her anger kept festering, because the Doctor had made it impossible to be with her people again…he'd left her with only HIM as an option for empathetic companionship and that was something that she DIDN'T want.

That she hadn't wanted.

And so she'd let them take him back to the theater, lay him out on a small table in a side room, the light of the sun starting to stream through the windows as the earth was stripped away, the terraforming in full swing.

"It's happening," Martha murmured, "The terraforming."

Donna glanced at Mac and then down to Teddy, "And what about Teddy?"

Mac closed her eyes, out of all of them…Donna seemed to take to Teddy the most in the short time she'd known the boy.

"Let us give her a proper ceremony," Cline requested as he and a Hath stood across from Mac and the girls, Mac with her glasses on her head, "I think it'd help us. Please."

Mac swallowed hard and looked at her son, moving to lean down and kiss his forehead, "I won't take you away from your people," she whispered to him, casting a tired and bitter glance at the Doctor before looking at Cline, "Just…take care of him?"

Cline nodded, "On my life," he swore.

Mac looked back down at her son and swallowed hard, her only child…dead.

~8~

It had been a quiet affair getting back to the TARDIS and heading to Earth. The Doctor hadn't even spoken the entire time though Mac knew he wanted to ramble, as was his custom when he was in a situation where he didn't know what to say or felt like he had to say something because the silence was too much. She could guess what it would be though.

The TARDIS had sensed something in her, a deep desire for a child that she knew couldn't happen for biological reasons or because of the planet being gone with all the other Time Children she could have possibly adopted. The TARDIS had concern for her pilot, had wanted to help him make amends with her, had taken them to Messaline because the box knew that was where Mac would get her long-desired child. Only they got there too early, and Teddy was created as a result. It was a paradox of sorts, and it had blown up fantastically in the box's face that her child had STILL died and died because of the box's pilot.

The Doctor and Mac were walking in silence a little ways behind Martha and Donna as they headed for Martha's house. The Doctor was shocked Mac could stand to be beside him, but…looking at her expression, her thoughtful, vague one, he knew she wasn't really aware of it, that she was so close to him, she was too deep in thought and staring at Donna as she spoke to Martha.

Mac came to a stop as the two women did and just...stared at Donna, "This is going to keep happening, isn't it?" she wondered.

"What?" the Doctor glanced at her.

"You, putting your companions in danger," she let out a breath, "All those adventures Martha told me about, she saved you so many times…but Donna's not her," she looked at the Doctor in true horror, "You're going to get her killed one day."

"I won't," he swore, "I swear, not her…"

"So SHE'S special, among all the others you've had?" she scoffed, her _son_ was special and she could see how well THAT worked out, "Just like Rose was the one you'd never leave behind, she was SO special compared to all the others?" she frowned at him, "_You_ don't get to decide if one companion is worth more than another, they should all be the same."

"They _are_," he insisted, "I care about all of them and…"

"And yet you wouldn't have ever seen Martha again if not for her calling you back," she cut in, "You send them away, or they see you for who you really are and leave, or you get them killed, THAT'S how it goes," she swallowed hard, "And because of that, my son died in my arms," she glanced back at Donna, the Doctor falling silent, her words about how many had died for him echoing back to him, "I won't let that happen to her," she murmured, swallowing hard, "I _will_ travel with you," she decided, not even looking at the Time Lord beside her, not caring if this wasn't keeping true to her son's last request that she go with the Doctor to 'let him heal her,' "But _only_ to protect Donna, from you."

The Doctor watched solemnly as Mac turned and strode back to the TARDIS, stepping inside without a backwards glance and rubbed a hand down his face, finally allowing the tears to appear in them as the terrible truth hit him.

She was right.

A/N: I'm so sorry this is late, I had a note on my tumblr about it, I went to check this chapter before posting it and my Merlin story 'Burning' only to find that ALL my editing hadn't saved :( I had to do it all again and I've pretty much been up since 6:30am doing just that. But I got the chapter up! :)

Speaking of the chapter...poor Mac :( I thought it would be an interesting twist as I know some readers had issues with Time Babies appearing in my last three OC series, to know that there is NO chance of that in this story. Mac cannot and will never conceive a baby :'( Which is terrible given how motherly her first incarnation appreantly was :(

I hope you liked the twist for this chapter wtih it not being Jenny but Teddy :) I picture him something like Jason Behr with shaggy hair ;)

Some notes on reviews...

We'll find out about the Doctor/Mac history in the River episodes ;) And yup, I pronounce it Nay-ree in my head too :)

True, but UNIT hasn't seen hide nor hair of the Doctor in nearly 40 years, even still technically working for them, they don't know the sort of person he is anymore :( Mac has the authority because she's been with them for years now, she's worked for them, they know her, and she's current with them. They know what she's like where they don't know the Doctor anymore :) Lol, I'm not quite sure how it's a strange episode to introduce a new OC in though, I can think of a way for literally every single episode of New Who ;)

We'll find out what the Doctor did to hurt her after River ;) Yup, her name is based off of Nerys for Donna ;)

I hope you enjoyed Sherlock and Merlin! Arthur does get a little better over time ;) And thanks! I'd be lost without my readers ;)

Oh I've still got 4 more Time Ladies to come, 2 this year beside Mac ;)

Nope, Mac didn't go with Martha but 'Jenny' did come from Mac :)

I don't think hearts will break as much as with Angel nope, that story killed me to write and I don't think I have it in me to write that angsty again ;)

I'm sort of glad you hate Mac a little :) She was actually VERY open minded at first and we'll see some of the Doctor's thoughts on how different she is to her first self through the story, sort of highlighting what war does to a person :)

Oh Mac isn't just angry at him for the war, and there WERE other options he could have done beyond the Time Lock, so he did actually have other choices ;) John Watson was a doctor too though, he fought in a war ;) And Mac is WELL aware he fought in the war, yup, she knows, but to her he came in too late and did too little :( I don't think she literally wants to kill him, she'd have done it by now if she did, she just doesn't want anything to do with him, but doesn't want to be alone at the same time, like there's a comfort in knowing she's not the last Time Lord even if it's the Doctor. The same as the Doctor found comfort in the Master being there even though he was psychotic :) I got your PM yup, I've just been really swamped with real life problems (and funerals and exams and things) I'm hoping to get to all my PMs this week though :) The End of time will be 2 chapters for each episode, so 4 total :)

I'm not sure if I'll do WWTW with Mac :) I've got a semi-sequel planned for October with all of the TLs in their 11th selves, I might see if I can work introducing Mac into it. But by then we might also have at least 1 (maybe 2) more TLs to add ;)


	4. The Unicorn and the Wasp

The Unicorn and the Wasp

Donna was surprised, to say the least, when she had walked back into the TARDIS after saying goodbye to Martha to see Mac standing at the console, puttering around it (more like striding) and flicking absent controls (more like putting in a proper sequence) while the TARDIS rumbled around her (more like hummed in contentment at being properly flown). She'd looked at the Doctor for explanation and the man had just shrugged and said she'd changed her mind about travelling with them. Only for Mac to send him a glare, tell him lying was unbecoming, and state flat out that she was staying because she honestly thought the Doctor would get HER killed.

It had…shocked her, to hear that, to hear someone actually _not_ have faith or trust in the Doctor so much so that they genuinely believed he would end up leading to her death. She'd met so many people that came to trust him as she had and…she had to wince, thinking about how many people DID die around the Doctor, even those who didn't trust him. Lance (though she didn't count that at as a loss), Mrs. Foster, the whole of Pompeii, Solana, Ryder, and she was sure quite a few more. Every time he was around someone DID die, and…it did scare her a bit to realize she hadn't ever really considered that one day it might be HER. Not even when Martha had told her to be careful, told her what happened to her family, had she thought that. But then again, she'd always been someone who needed a blunt explanation than complicated words and instructions.

She did appreciate that about Mac, she said what she thought, she said it plainly, and…she used simple things to accomplish larger tasks. For someone who couldn't even mend a plug, to see Mac using paperclips and rubber bands and whatnot to do things was encouraging, especially when the girl had gone around the console and pointed out all the things wrong with it and proceeded to fix it with just that, rubber bands and paperclips and things. The Doctor's look of horror had had her laughing for hours after. But she really appreciated that Mac told her in simple terms what she felt and what to do at times. She didn't ramble like the Doctor, she didn't use complicated technobabble, she was easy to understand. And it scared her too because to hear someone like that say the Doctor would get her killed one day…it actually got through to her and…while she didn't completely believe it would end that way as she DID still trust the Doctor, she was just…more aware of the danger. And that was fine, if she was in danger then that was her own fault, if she died, it was knowing there was a chance it would happen. And…she was a little touched that Mac, even having just met her, was willing to travel with the Doctor (someone she clearly had issues with) just to make sure she was a little safer.

She…wanted to try and return the favor as best she could for it as well. Not just for Mac but for the Doctor as well. Mac tended to stay in a small room the TARDIS had given her, hardly coming out unless they were going on some sort of trip or if she was bored and wanted to work on fixing the TARDIS. She didn't see much of the woman but what she DID see…well, she could tell that the woman and the Doctor had quite a few problems to resolve. She hadn't exactly seen much of it since she'd been with her family for the most part of the ATMOS thing, and then stuck in the TARDIS, and then trapped with Martha…she hadn't seen the full force of what the two were like.

It actually made some arguments that she had with some of her past boyfriends seem like a laugh in comparison. There were two modes, it seemed, to their fighting. The first was when the Doctor would fight back, when it was some sort of topic he got annoyed with or seemed able to counter, that he knew he could argue back with. Those…didn't tend to happen often. And then there were the times where Mac would make snide comments or go off on a tangent about the Doctor. Those…didn't usually escalate into a shouting match though, they were more side comments that she could see broke the Doctor's hearts to hear.

She hated the snide comments the most, seeing the Doctor look so broken and hurt by it. She gathered quite a lot from Mac through those though. Just…not WHY she was so angry and bitter with the Doctor. She almost wished that Mac wouldn't have come just so that she wouldn't have to see that expression on the Doctor's face. Because there was always guilt. True guilt. Like Mac had said something that was actually TRUE and he knew it. Those times she felt so confused because the comments Mac would make…it didn't fit with the image she had of the Doctor, she couldn't imagine the Doctor doing half the things Mac was snippy about…yet he didn't defend himself in those times, it was like he believed them, like he felt he deserved them.

And if he did…well, she'd been heartbroken enough in her life by men to understand what Mac felt. She'd been betrayed and hurt and had her heart torn out by others and she could see the SAME thing in Mac even now. She'd been hurt deeply by the Doctor…and that put Donna in a hard position. She was the Doctor's companion, she felt loyal to him, but…she was a woman who'd been hurt in the past and she could empathize with Mac.

So she'd decided to be as neutral as possible, till she found out exactly what had happened between the two of them. And then she'd decide if she needed to give Mac a talking to, or slap the Doctor in the head. Until then, she was also trying to suggest as neutral settings for adventures as she could…even if it meant subjecting herself to things like museums (though she'd learned VERY early NOT to suggest that as it ended up with the pair arguing, only this time it wasn't about any past indiscretions but the history of the pieces themselves).

Right now she had no idea what the Planet Zog was or why they were headed there, but she was fairly certain that the rather nice garden with an English manor house beside it was NOT the planet in question.

"Oh, smell that air," the Doctor took an exaggerated breath, "Grass and lemonade and a little bit of mint. Just a hint of mint, must be the 1920s."

"You can tell what year it is just by smelling?" Donna glanced at him.

"Oh yeah," he grinned.

Mac rolled her eyes, "He saw the car," she gestured ahead of them. While Time Lords could sense what time they'd landed in, time being their niche, she knew that the Doctor hadn't given himself time to sense it nor had he run the proper scans before stepping out of the TARDIS to find out when they were. The car itself was of a clear 1920s design.

They watched as a well dressed man got out, being greeted by a butler just as a man in a reverend's attire rode up on a bike. The men quietly spoke, only a few words here and there making it over to them on the wind, something about a party and a Lady Eddison.

"Never mind Planet Zog," Donna smiled, glancing at the two, "A party in the 1920s, that's more like it."

The Doctor casually looked at Mac, "What do you think?" he asked her, shifting slightly.

He was…he knew he didn't need her permission to continue with this trip instead of heading to Zog, it was HIS TARDIS, HIS companion, HIS idea to go to Zog but…he just…he wanted her to be happy. He knew, he knew very well, how her life had gone on Gallifrey after she'd fulfilled her contract with her husband. It had been…a right old misery. His life hadn't been sunshine and daisies, his wife had resented him for the contract being activated but they got on well enough for the children.

Mac had…truly hit the nail on the head when she'd inquired if he was that desperate to get away from his wife that he'd steal a TARDIS and run off. He'd wanted to explore the stars, he always had, but he'd been essentially trapped on Gallifrey because of the contract and his children much like she'd been trapped with her husband. The Contracts were only voided upon finding a Chosen or the death of one of the spouses. That was it and that was all. Once Mac had been wed…there was no turning back and he'd kept track of her, how could he not?

She had always been…someone so important to him, she still was, even now, and it truly broke his hearts to see what had become of her, what the war, what HE, had done to her. She really was SO different than she usually was. He wasn't used to this her, this bitter, angry woman that stood on the other side of Donna, always with someone or something in between her and him. It was a far cry to when she'd snuggle up beside him as they read or when they'd walk with his arm around her…he didn't like the distance, he didn't like how unhappy she was.

He knew it would take more than trying to give her more say and more control and to offer her more 'power' so to speak, to even begin to make up for what he'd done to her and the planet. She'd spent…centuries in absolute misery because of him, and it would be likely centuries more before she might start to forgive him, if she ever did. He just…he wanted her to be happy again, he wanted her to smile and laugh and be her warm old self…and he would do anything he could to see it happen.

"I didn't want to go to Zog in the first place," she reminded him.

"Right," he winced, she'd been quite…vocal about it, so…it really wasn't a surprise that he might have accidently nudged one of the levers so that they'd end up on a mystery tour instead, "But um…the trouble is, we haven't been invited," he glanced at the two women, before reaching into his coat pocket, "Oh, I forgot…" he held the psychic paper up to them, "Yes, we have."

Donna beamed at that, before she noticed something, "I need to get ready!" she gasped and dashed back to the TARDIS, wanting to change out of her modern clothes.

Mac looked down at her own attire, a sort of buttoned up long sleeved, emerald colored shirt, with a charcoal pencil skirt and flats.

"You um…" the Doctor began, rubbing the back of his neck, "You look…fine," he told her, knowing that if he said beautiful she'd likely send a glare at him.

And she did, she always did, every incarnation he knew about, she was just lovely. She had a very simple beauty to her, an easy beauty. She didn't try or exaggerate anything, she wore what she wanted, what she felt comfortable in and that just made her all the more charming. He could remember her first incarnation, she'd favored wearing the red and black and gold colors of Gallifrey, but in a sort of sleeveless dress with a black belt that went to her knees in an asymmetrical cut, with small ankle boots that folded at the top, always so simple with her, it carried over to her even now. A causal, nice blouse, a pencil skirt, flats…it was just her style.

"I need to make sure Donna picks out the right era clothing," she muttered, tuning to head back to the TARDIS.

The Doctor felt himself smile just a little…she hadn't shot him down that time…that was…a small step, but a step nonetheless.

~8~

The Doctor was standing outside the TARDIS, checking his watch, a little surprised it was taking so long. Mac was usually a very quick dresser on Gallifrey…but then he had to remind himself she wasn't the same Mac anymore, and it was DONNA that was getting ready. Human women were notorious for how long they could take.

"We'll be late for cocktails!" he shouted through the door as he knocked on it, only for it to open a moment later and Mac to step out, wearing her same outfit.

"What do you think?" Donna asked as she came out after Mac, dressed in a black Flapper's dress, her red hair curled and pinned back, "Flapper or slapper?"

"Flapper," he remarked, "You look lovely," he glanced at Mac, "You um, didn't want to join her?"

"Didn't you?" she nodded at his own attire, the same pinstripe suit he'd been wearing before.

"Well, my suit is very versatile," he defended, "Goes well in any time period. Women's fashion though…"

Mac just brought her hand up and made the 'stop talking' motion to silence him before walking past him. He let out a breath as he watched her go, though Donna looked at him, able to hear a sort of relief in his tone. Ever since Teddy had died, Mac was…quiet. Oh she still snipped and snapped at the Doctor, still shouted at him and made harsh comments, but at other times she tended to ignore him when he spoke, as though she couldn't tell whether to shout or remark on something and so decided to keep silent. She supposed it was a good thing though, now that Mac was staying onboard the TARDIS…it wouldn't do for any of them if she kept raging at him the way she had the last two trips with Martha. Donna was quite sure that one of them would end up dead in that case.

"Come on you prawn," Donna reached out to link her arm with his and heading off after Mac towards the back of the house where there were various tables and chairs in the process of being set up by a few servants here and there. Food and drinks being placed on them, a small record player going off in the corner, filling the air with music.

"Look sharp!" one of the maids called, "We have guests."

"Good afternoon!" the Doctor greeted as a footman stepped up to the three of them as they sauntered along.

"Drink, sir?" the young boy asked them, "Madams?"

"Sidecar, please," Donna requested as Mac have him a curt shake of the head, she didn't drink.

"And a lime and soda, thank you," the Doctor smiled.

"May I introduce Lady Clemency Eddison," the butler from before announced as a small blonde woman in blue made her way down a small path towards them.

"Oh here we go," Mac muttered as the Doctor jogged towards the woman with a cheerful cry of 'Lady Eddison!' before he started shaking her hand enthusiastically.

"Excuse me," the woman blinked at him, "But who exactly might you be…and what are you doing here?"

"I'm Dr. John Smith," he greeted, "And this is Mackenzie…" he trailed off and looked at Mackenzie for a moment, his eyes wide. He'd been about to introduce her as Mackenzie Smith too, a habit from ages past, but he knew she'd likely KILL him for doing that. He didn't even know why he'd introduced himself as Dr. John Smith when he knew that he could get away with being called just 'the Doctor.' It was just…having her there…knowing that Mac having a normal name like Mackenzie would require a last name, he'd…he'd wanted to give her his own and that…would be a disaster.

"Noble," Mac held out her hand to the woman, "Mackenzie Noble," she offered the woman a small smile, startling Donna in the process of taking her last name too, "Pleased to meet you Lady Eddison, have you met my cousin, Miss Donna Noble?" she put her hand on Donna's shoulder a moment.

Donna…wasn't quite sure how to feel about that, it was making her even more torn about Mac or the Doctor. She got the feeling that the woman wasn't very…open with other people and yes, she could have just given the first name that popped into her head, but for her to select Noble…Mac really WAS serious about being there to protect her wasn't she?

But Donna shook her head out of her thoughts and reached out to shake the woman's hand, "Good afternoon, my lady," she added with a posh accent, trying to curtsy but tipping over a little, "Topping day, what? Spiffing! Top hole!"

"No, no, no, no, no," the Doctor said to her under her breath, "Don't do that. Don't."

Mac merely made the 'stop talking' sign again and hissed at him, "Let her do what she wants."

That was one thing she'd always disliked about the Doctor was that HE could go around doing things but when someone else tried the same, he immediately got defensive about it and told them to stop. He was always a jokester in school, playing tricks on others and pranks and things, but when someone tried the same on him he'd sputter and rage and go silent. That had been mostly in his younger days though, he'd matured near the end, but still it seemed like he retained a little of that nature to him.

The Doctor cleared his throat and turned to Eddison, "We were thrilled to receive your invitation, my lady," he flashed the psychic paper at her, "We met at the ambassador's reception…"

Eddison's eyes widened at that and Mac had to roll her own eyes at that, humans were so eager to not offend or appear stupid that they'd agree with anything if it fended off embarrassment, "Doctor," Eddison returned the greeting, "How could I forget you? But one must be sure with the Unicorn on the loose."

"A unicorn?" he brightened, "Brilliant. Where?"

"Stop using your mouth and start using your brain Doctor," Mac shot him a look, "She said THE Unicorn, not A Unicorn. Not that I'm surprised, you never did have a strength in listening to others."

"Yes," Eddison cast Mac a concerned look for a moment, the girl having a bit more bite in her words than she was sure was necessary, "The jewel thief? And nobody knows who he is. He's just struck again. Snatched Lady Babbington's pearls right from under her nose."

Donna, who had taken a large sip of her drink at Mac starting up again, muttered, "Funny place to wear pearls," and then smiled, seeing a faint quirk in the corner of Mac's lips for the comment.

She could tell that the girl was very…angry and hurt, it was very obvious to everyone that particular fact. She was the same though, exactly the same, when she was hurt and upset and angry. And she got hurt easily for all her bravado, so she lashed out, she shouted at the world for it even when it didn't do anything to help. Mac, instead of taking it out on the world, took it out on the Doctor. She wanted to step in and tell her enough was enough and to leave him alone but…the way Mac reacted, she couldn't help but feel like the Doctor had really and truly deeply hurt her. She wouldn't have wanted anyone to defend Lance in the months after her almost-wedding, she'd have gone off on them for doing it given how badly he'd gotten to her.

As much as it pained her, she understood Mac better than anyone and…until she knew the whole story, she couldn't say anything to defend him or stop her, not till she was sure, not till she could explain it to the Doctor how to make amends or how Mac was overreacting. She just…had to bide her time. She could tell that what Mac was going through and suffering wasn't something the girl would easily share about…she had to get to know Mac better, get on her good side, and find out.

She'd seen it herself around the girl when she was yelling, she let things slip easier than the Doctor did. He could talk and talk and talk for ages and not say anything, Mac…she gave away a lot. SHE would be the one to talk to about what happened, and once she had Mac's side of the story, the Doctor would be easier to crack.

"May I announce the Colonel Hugh Curbishley," the butler called out, "The Honorable Roger Curbishley."

They glanced over to see a younger man pushing an older man in a wheelchair towards them, "My husband," Eddison smiled at them, "And my son."

"Forgive me for not rising," Hugh bowed his head at them as he and Roger arrived, "Never been the same since the flu epidemic back in '18."

"My word!" Roger gasped, staring at Donna and Mac, "You are quite super ladies!" he reached out to shake their hands. Mac just eyed it and rolled her eyes, turning away slightly, leaving Donna to lavish in the man's attention, the Doctor feeling himself smile at seeing that move.

"Oh!" Donna smiled, blushing, "I like the cut of your jib. Chin-chin," she shook his hand.

"I'm the um, Dr. John Smith," the Doctor held out his to shake Roger's as well.

"How do you do?"

"Very well, thanks."

"Your usual, sir," the young man who had taken their drinks earlier stepped over with a drink for Roger.

"Ah, thank you, Davenport," Roger smiled at him, "Just how I like it."

Donna eyed the small family as they spoke among themselves, "How come she's an Eddison but her husband and son are Curbishleys?" she asked them.

"Because she's LADY Eddison," Mac replied, "Her husband isn't, when she dies Roger inherits the title of Lord."

"Miss Robina Redmond," the butler continued as a young woman in a red dress came down the path towards them as well.

"She's the absolute hit of the social season," Eddison told them as she passed to get to the woman, "A must. Miss Redmond!" she took the woman's hands, shaking them.

"Spiffing to meet you at last, my lady," Robina gave a bit of a curtsy.

"Reverend Arnold Golightly," the butler gestured to the man the trio had seen earlier heading for them.

"Ah, Reverend!" Eddison hurried to his side, "How are you? I heard about the church last Thursday night, those ruffians breaking in."

"You apprehended them, I hear," Hugh joined them, making Mac frown, the Reverend wasn't exactly a young man, and for him to fight against some hooligans or something…he should have been more hurt.

"As the Christian fathers taught me, we must forgive them their trespasses," the reverend bowed his head and Mac's frown deepened at how he wasn't denying using force to stop the men, "Quite literally."

"Some of these young boys deserve a decent thrashing," Roger agreed.

"Couldn't agree more, sir," Davenport gave him a suggestive look, causing Roger to clear his throat.

"Typical," Donna sighed, "All the decent men are on the other bus."

"Or Time Lords," the Doctor added.

"Doubtful," Mac muttered, making the Doctor frown, "All of them are disappointments."

The Doctor glanced at her a moment, before speaking in a language Donna couldn't understand, "_What about Gareen?_" he asked her.

Mac swallowed hard, replying in the same language, "_My brother was the only truly good man on that planet,_" she countered, looking away, it didn't do him any good though did it? Being a good man, not when the entire planet had suffered.

The Doctor looked down at that, knowing where her mind had gone, back to the war, to what he'd done. He didn't blame her, her family had been alive one moment, gone the next, and all that anger about it…it was directed where it was due, at HIM. He could blame the Daleks for the death of his family, they were the creatures who had bombed his family and killed them, Mac…her family had been alive, they were STILL alive right to the end of the war…and then he'd done what he had and…

Well, he hated the Daleks for what they'd done to his family, he'd be a hypocrite to tell her not to hate him for what he'd done to her family.

"Now my lady," they looked over hearing the reverend speaking, "What about this special guest you promised us?"

Eddison looked over at the house and beamed, seeing a woman in a darker blue dress, with blonde hair and shocking blue eyes heading for them, "Here she is!" she cheered, "A lady who needs no introduction."

The Doctor and Donna looked at the small crowd as they started to clap and cheer, the woman starting to duck her head to try and wave off the praises, "Oh, no," she flushed, "Please don't. Thank you, Lady Eddison. Honestly, there's no need," she spotted the three of them, the only three she wasn't sure who they were, and moved to greet them, "Agatha Christie," she offered her hand to Donna.

"What about her?" Donna asked.

"Donna…" Mac cut in, "MEET Agatha Christie," she gestured to the woman.

"No!" Donna's eyes widened, "You're kidding!"

Mac bit her lip to not say anything, if they knew who the woman was…they should have known what she looked like. There WERE photos of her out there.

"Agatha Christie!" the Doctor half leapt forward to shake the woman's hand frantically, "I was just talking about you the other day. I said, 'I bet she's brilliant.' I'm Dr. John Smith, this is Mackenzie, and that's Donna Noble. Oh, I love your stuff! What a mind! You fool me every time. Well…almost every time. Well…once or twice. Well…once. But it was a good once. Well…"

"Doctor," Mac cut in, making her stop talking motion again, not even looking at him as she held out her hand to the woman, "Mackenzie Noble," she introduced herself, emphasizing the 'Noble' that the Doctor had left out.

Agatha looked between her and the Doctor, "You make a rather unusual couple."

"Oh, no!" the Doctor half-shouted, "No, no, no. We're not married."

"Never were, never will be," Mac agreed.

"Oh," Agatha nodded, "My apologies, I assumed as he didn't say your last name," she glanced at Mac, "That you were his wife…"

"No," Mac stated firmly.

"Well," Agatha offered her an apologetic smile, "I'd stay that way if I were you. The thrill is in the chase, never in the capture."

"I'm aware," Mac nodded, Agatha giving her a curious look for that.

"Here, here," Donna agreed, raising her glass, glancing at Mac, both of them sharing an understanding look of heartbreak from their 'significant others.'

"Mrs. Christie," Eddison called her over, "I'm so glad you could come. I'm one of your greatest followers. I've read all six of your books. Uh, is, uh, Mr. Christie not joining us?"

"Is he needed?" Agatha turned to head over to the small group, leaving the trio alone, "Can't a woman make her own way in the world?"

"Don't give my wife ideas," Hugh laughed.

"Mrs. Christie, I have a question," Roger smiled at her, "Why a Belgian detective?"

The Doctor eyed Agatha curiously for a moment, before he turned to Hugh, "Excuse me, Colonel," he moved over to the man and politely took the newspaper in the man's hands from him, quickly shuffling through it looking for something before he found it and motioned Mac and Donna over to him as they watched one of the housekeepers head into the house, looking for a Professor Peach.

"The date on this newspaper…" the Doctor began.

"What about it?" Donna frowned.

Mac looked at it as the Doctor held it out to her, "Agatha Christie disappeared on this date," Mac recalled, she hadn't exactly paid much attention in school about Earth authors, much preferring her own people's writings, but…there were a few very rare authors that she did take an interest in from Earth, Agatha Christie was one, especially after she'd gotten married, she could empathize with the woman. She glanced at Agatha, "She walked in on her husband with another woman," she murmured.

There was no love between her husband and her on Gallifrey, none at all, there was barely any civility. They had a duty and an obligation in their Contracts, but…there was just no love. It was an empty marriage, a loveless one, and one she had hated every minute of. Yet despite all that, despite how little she cared for her husband…she was still crushed when he took a mistress. She probably would have been better at accepting it if they'd spoken first, taking one WAS common on Gallifrey in cases like hers.

For how advanced Gallifrey was in terms of technology…they were quite backwards in terms of their freedom for marriage, quite medieval really. Contracts, everyone was Contracted at birth and those who weren't were considered…not an accepted member of society, more like a pariah. Often parents would create simple, faux Contracts between close friends and their children, put in place merely for a front and encouraging their children to find their Chosens instead. Only a few families actually made Contracts for the sake of advancement and politics. Most did it because it was the norm and expected. The Doctor's family had been like that, doing it just for society's sake, her family had done it for advancement purposes. And in order to advance a family, 'heirs' and children were needed…

She honestly had, in some way, been expecting that her husband would seek out a mistress, but she'd thought that he would have at least had a shred of respect for her after the hell she'd gone through losing her baby and regenerating and dealing with her incurable condition and_ talked_ to her before.

She'd walked in on him with his mistress and it…hurt.

"You'd never think to look at her smiling away," Donna remarked sadly, her own mind going to Lance and the Racnoss.

Mac could only eye Agatha, and sometimes you put on a smile so that no one would know how badly you were hurting and butt into your life. You put on a brave face so that no one else would think you weak.

"Well, she's British and moneyed," the Doctor shrugged, "That's what they do, they carry on. Except for this one time. No one knows exactly what happened, she just vanished. Her car will be found tomorrow morning by the side of a lake. Ten days later she turns up at a hotel in Harrogate. Said she'd lost her memory. She never spoke about the disappearance till the day she died. But whatever it was…"

"It's about to happen," Donna realized.

"Right here, right now," he nodded.

"Well then," Mac crossed her arms, "We just have to make sure whatever it is won't end up with her dead instead," she glanced at the Doctor, "You may want to go sit back in the TARDIS."

Before the Doctor could even open his mouth…the housekeeper came running out of the house, screaming bloody murder, literally screaming "The professor! The library! Murder! Murder!"

~8~

The Doctor rushed into the library, followed by Mac and Donna, Agatha only feet behind them, to see the professor man they'd glimpsed speaking to the butler when they'd first arrived lying face down in the middle of the floor.

"Oh, my goodness," the butler gasped as he entered to see the Doctor rushing to the man's side and checking him over.

Mac frowned and moved around the room, pulling her glasses on, trying to see if she could spot something. The Doctor always said she had an eye for detail…she winced and shook her head, no. She didn't care what the Doctor thought of her or any skills she might have. She moved to the body and crouched beside it, looking it over as well.

"Bashed on the back of the head," the Doctor mumbled, "Blunt instrument," he tapped the man's watch, "Watch broke as he fell, time of death was quarter past four," he stood up and turned to a pile of papers on the desk that were haphazardly strewn about, clearly someone had looked through it before Peach had been murdered. A family like Eddison's wouldn't just leave papers lying about but have it all organized.

"Bit of pipe," Donna picked one up from the ground, "Call me Hercule Poirot but I reckon that's blunt enough."

Mac glanced over to see Agatha in the fireplace, picking out a bit of paper from it, before turning back to the body to see the Doctor had seen the same. He offered her a small smile, but she merely looked down and started to examine the floor.

"Nothing worth killing for in that lot," the Doctor swallowed, throwing down the papers, "Dry as dust."

Donna glance at Agatha before making her way to the Doctor's side, speaking quietly to him, "Hold on, the body in the library? I mean, Professor Peach, in the library, with a lead piping?" she gave him an incredulous look at that, it sounded more like board game than a murder.

"Always a death when you show up," Mac muttered to herself as she pulled something out of the crack in the floorboards with a small bit of tape from her pocket. She had foregone her white lab coat but her pencil skirt still had pockets to it, bigger-on-the-inside pockets thankfully, "Isn't there Doctor?"

The Doctor looked away at that, it was true, more often than not.

"Let me see!" they heard Eddison cry from the hall as she pushed her way into the room with the other guests.

"Out of my way!" Hugh demanded as well, only for them all to stop short in the doorway as they caught sight of the body.

"Gerald!"

"Saints preserve us," the reverend breathed, crossing himself.

"Oh, how awful," Robina frowned at the body.

Mac eyed her closely for that, from what she knew of women of the era, especially socialites, she should have fainted at the sight of the dead body, but she was just shaking her head sadly at it.

"Someone should call the police," Agatha determined.

"You don't have to," the Doctor spun around, pulling out the psychic paper once more as Mac rolled her eyes and crossed her arms, he was getting far too dependent on that thing, "Chief Inspector Dr. John Smith from Scotland Yard, known as just the Doctor. Misses Noble are the plucky young girls who help me out."

"Hardly," Mac glared at him, if anything she was a parole officer once step away from arresting him for murder half the time.

"I say," Eddison gasped.

"Mrs. Christie was right," the Doctor continued, ignoring Mac for a moment, "Go into the sitting room. I will question each of you in turn."

"Come along," Agatha turned to the others, gently ushering them out of the room to leave the Doctor to his duty, "Do as the Doctor says. Keep the room undisturbed."

Donna gave him a most unamused look when the door shut, "'The plucky young girls who help me out?'" she raised an eyebrow at that, crossing her arms.

"There were no policewomen in 1926," the Doctor murmured, searching the floor as well.

"But there were female murderers," Mac shot back, "Keep this up Doctor and I'm liable to bean you with that pipe."

He frowned and glanced at her, "Keep what up?"

"This," she gestured at him, at what he was doing, "Pretending to be a detective when you can barely manage being a doctor."

"I AM a Doctor," he reminded her, "YOU were there when I picked the name."

"I was also there when you broke the promise your name was meant to represent," she spat, "Tell me…when did 'Doctor' start to mean 'Murderer?'"

"Look," Donna cut in, seeing this was getting FAR too touchy, the Doctor was even starting to glare at Mac for it and if they kept shouting, the whole house was going to hear them, "You don't want him to play detective, fine, why don't we phone the real police then?"

"The last thing we want is PC Plod sticking his nose in," the Doctor shook his head, "Especially with that stuff on your tape Mackenzie, you KNOW we can't call the police in," he looked at the Time Lady.

"What stuff?" Donna turned to her.

Mac held up the bit of tape stuck to her finger, "I found morphic residue," was all she said.

"Morphic?" Donna got closer to it, looking at what appeared to be a small skin sample of some sort stuck to the tape, "Doesn't sound very 1926."

"It's not," Mac agreed, putting her glasses back on her head, "It only happens when some species genetically re-encode."

"Gene-what?" Donna frowned, before shaking her head, "Never mind. That means the murderer's an alien doesn't it?"

Mac blinked at her a moment, "I was right."

"About what?" Donna looked at her.

"Your mum is dead wrong about you."

Donna started to smile at that, "Thanks."

Mac gave her a nod for it, "It does mean the murderer's an alien, one of them," she nodded back at the door, "Is just taking human form."

Donna sighed, "Doesn't this seem odd to you?" she glanced at the aliens, "There's a murder, a mystery and Agatha Christie?"

"So?" the Doctor nicked the tape off of Mac's finger sniffing the residue, "Happens to me all the time."

"And then THAT happens," Mac gestured at the body, "Someone pays for it."

"That isn't my fault," the Doctor turned to her, "I don't always show up and the…the…the aliens follow me! Sometimes they're already there!"

"And then they attack because you go sticking your nose in it," Mac countered, "You're too curious for your own good."

"You used to love my curiosity," he reminded her.

"I was a child then," she nearly spat.

"You didn't seem that much of a child to me when we got curious about each…"

"My god just stop_ talking_!" Mac snapped, turning to storm out of the room.

Donna hesitated a moment, "Curious about each other eh?" she asked gently, she could guess the sort of relationship the Doctor and Mac might have had. The anger Mac was holding in, she'd seen it for months when she looked at herself in the mirror after Lance. It was the anger and hurt of someone who had been betrayed by someone they loved with everything they had.

She could guess that the Doctor and Mac had been close, closer than close, possibly even intimate on Gallifrey before whatever happened between them happened.

The Doctor just shifted, unwilling to answer though the flush on his cheeks was reply enough, "Sorry about…about her," he murmured.

Donna shrugged, "She's…hurting Doctor," she could tell. Other people could see it as anger, as bitterness and hatred and just…anger at the Doctor.

But she saw more.

She saw the pain and the hurt in her eyes, the betrayal and mistrust Mac had for the Doctor. It was the same she'd had whenever a man would show her interest after her almost-wedding. It wasn't till she'd gone to the edge of the Thames and just…looked back at where it had all happened that she'd found closure in what Lance had done, it wasn't till she'd really seen the Doctor again and gotten to travel with him that she realized she could move on.

She'd found closure…Mac hadn't. And it had to be a terrible burden to go so many centuries and years without that. No wonder the anger festered and the bitterness grew. The pain had never faded because she'd never confronted it.

"I know," he whispered, "I know," and he'd give anything to make it all better like the Doctor he was.

"You um…you have to admit it's a bit weird though," she nudged him, trying to change the topic to a lighter note, "Agatha Christie didn't walk around surrounded by murders. Not really. That's like meeting Charles Dickens and he's surrounded by ghosts. At Christmas."

He smiled at her for her efforts, "Well…"

"Oh come on," she nudged him again, the two of them heading for the door, "It's not like we could drive across country and find Enid Blyton having tea with Noddy. Could we? Noddy's not real, is he? Tell me there's no Noddy."

"There's no Noddy."

"Next thing you'll be telling me it's like _Murder on the Orient Express_ and they all did it…"

"Murder on the Orient Express?" Agatha's voice cut in, making Donna jump as the woman stepped out of an alcove beside them.

"Oh, yeah," Donna smiled, "One of your best."

"And not published till 1934," Mac appeared beside her, murmuring that to her.

"Marvelous idea…" Agatha seemed thoughtful.

"Yeah, tell you what," Donna smiled, "Copyright: Donna Noble, yeah?"

"Anyway," the Doctor cut in, "Mackenzie and I will question suspects…"

"No," Mac cut in.

"Mac," the Doctor turned to her, "I'll…I'd like your eye for the smaller details and…"

"And Agatha is just as adept," Mac interrupted again, "You and her question the suspects, I'll go with Donna, see if we can't find clues."

"But…"

"There's a _murderer_ walking around and you _really_ want your…companion to go off on her own where she might be next?" Mac fixed him with a fierce glare, "Is THAT how it happens with the others? You just let them wander off?"

The Doctor swallowed hard and looked away, it was only a half-truth for him to face. He tried to tell his companions NOT to wander off. He always said it, most important rule with him, don't wander off…yet not even HE kept to that rule at times. He'd let Mickey wander off in the parallel world, he'd told Martha to split up when the Daleks had taken him in Manhattan, he'd allowed Donna to wander back to the TARDIS…those were only small examples, but the fact was…there WERE times he all but ORDERED his companions to wander around. Like with Rose on Chloe Weber's street. He half forced them to at times…and then they got hurt or lost or kidnapped because of him.

And those were only the most recent instances, he couldn't begin to count how many times his older companions had wandered off and split up on his command.

"Go on," he murmured, gesturing them towards the stairs. Mac gave him a curt nod and strode up them, Donna hesitating to give him a concerned look which he returned with a small smile before she too went after the Time Lady, leaving him and Agatha to their own mission, "Right then," he cleared his throat, trying to get back the same enthusiasm, "Solving a murder mystery with Agatha Christie. Brilliant!"

"How like a man to have fun while there's disaster all around him," Agatha remarked and, if he hadn't known better, he'd have thought she were trying to imitate Mac.

"Sorry," he winced, "Yeah."

"I'll work with you gladly, but for the sake of justice, not your own amusement."

He nodded and watched her walk off…there was just no pleasing women was there?

~8~

Donna followed Mac as she briskly walked through the upper halls of the house, stopping in each of the guests' rooms to see what they might be hiding and checking the other rooms around as well. That is, until they came to a locked door. Donna frowned, jiggling the handle only for it to not budge.

"Let me," Mac stepped forward, pulling a hairpin out of her hair, causing her hair to fall free from its bun and topple around her shoulders as she knelt down, pulling her glasses off her head and onto her nose to pick the lock.

"You do this often?" Donna asked when the door clicked open.

"Pick locks?" Mac guessed, standing and shrugging, pushing her glasses back onto her head, "Never could resist a locked door," she murmured, heading in.

The room was dirty and dusty with hardly any light in. Mac frowned, when she spotted a teddy bear lying on the bed and walked over to it. She gently picked it up, Donna watching her sadly, knowing where her mind had gone when she gently tapped the bear's nose.

The Doctor had mentioned to her and Martha how Teddy had gotten his name, genera-ted, and how Mac had agreed because she loved teddy bears. The poor girl…to have gotten a child and then have it torn away from her, she couldn't imagine how painful it was. She could see it in Mac's eyes the moment they'd all been reunited, the motherly spark, the protective drive, the…love, for the boy. To have him die in her arms…to have him die taking a bullet for the Doctor…she was honestly surprised Mac hadn't said MORE to him by way of side comments on the event. But, it seemed children were off the table when it came to insults now.

"1926," she murmured, glancing towards the window when she heard a faint buzzing noise, "They've still got bees."

Mac gently placed the teddy bear down, only vaguely aware of what Donna was saying, she had been keeping track of that as well. She ran a few searches periodically for any alien activity, saw something about the bees disappearing and written it off. With the way humans went about destroying their planet and killing off animal species, it was no surprise to her that the bees were falling in number.

"Oh, what a noise!" Donna continued, heading for one of the curtain covered windows, "Alright, busy bee, I'll let you out. Hold on," she put on a slight accent, "I shall find you with my amazing powers of detection."

She moved over to the window and threw the curtains open, only to scream when she saw it wasn't a bee but a GIANT wasp flying outside the window.

"Donna!" Mac turned at the sound, seeing the large wasp and reached out to grab the woman, pulling her back and digging in her pockets for what she needed.

"That's impossible!" Donna gasped, before shouting, "Doctor!" as it broke through the window, zooming at them.

Mac pulled her down, and pulled her across the room, yanking two objects out of her pocket and holding it up. Donna watched in slight awe as Mac lit a small lighter and pressed a button on an aerosol can, igniting the spray with the flames just as the wasp flew at them again, singing it. It flittered back, trembling and shaking before aiming its stinger at them.

"Go!" Mac grabbed Donna's arm and pulled her out of the room, slamming the door shut behind her just as the wasp stuck it, his stinger going right through the door.

"Doctor!" Donna ran halfway down the hall, shouting for him, hearing him thundering up the stairs and into the halls with them, "There is a giant…wasp!" she pointed back at the door, leading him and Agatha over to where Mac was crouched and looking at the stinger.

"What do you mean, giant wasp?" the Doctor panted from the run.

"I would think that would be obvious Doctor," Mac muttered.

But Donna just repeated, "I mean a wasp that's giant!"

"It's only a silly little insect," Agatha shook her head.

"Oi," Mac glared at her, getting up and moving to Donna's side, "There's nothing silly or little about it," she told the woman, "Or does that," she pointed at the stinger stuck in the door, "Look like either to you?"

The Doctor's eyes widened at the sight of it, "Let me see!" he cried, before pushing his way back into the room, rushing to the broken window, only to see nothing there, "It's gone. Buzzed off."

"But that's fascinating…" Agatha breathed, still staring at the stinger.

"Yes, fascinating," Mac remarked dryly, "And poisonous. And deadly," she paused and smiled sweetly at the Doctor, "Are you _sure_ you're a Time Lord and not a Vespiform Doctor?"

The Doctor ignored her and pushed his way to the stinger, taking a small sample of it with a pencil and a vial, "Well, there are tons of amorphous insectivorous lifeforms but…none in this galactic vector, especially not Vespiforms…"

"I think I understood some of those words," Agatha glanced between the two of them, "Enough to know that you're completely potty."

"Finally, someone else sees it," Mac muttered, crossing her arms.

"Lost its sting, though," Donna cut in, "That makes it defenseless."

"Not for a Vespiform," Mac shook her head, "They can grow new ones…just like a _hand_," she shot another look at the Doctor who ignored her as well.

"Uh, can we return to sanity?" Agatha frowned at them, "There are no such things as giant wasps."

"Exactly!" the Doctor cheered, standing, "So…the question is, what's it doing here?"

~8~

The small group was heading down the stairs, when they heard a terrified scream coming from outside and bolted. The Doctor and Mac managed to take the lead, being a bit more spry than humans were, and ran outside to see the housekeeper was pinned to the ground under a gargoyle that had fallen on top of her. The Doctor, Donna, and Agatha quickly moved to her side, checking on her, Mac standing back and looking up at the house, a hand shielding her eyes against the sun as she tried to spot where it had fallen from and if the thing that had pushed it was still there. She knew humans, she knew what they were like and the sort of trauma their bodies could withstand, she knew that the housekeeper's time was down to a few mere seconds and…she didn't want to be close to that, she didn't want to see yet another person die because the Doctor had gotten involved.

It HAD to be the Doctor's fault this happened, it was just another thing to add to the long list of travesties. It was the same thing as when the Sontarans had attacked, the Doctor was NOT subtle at all. He went into investigations with a blinking neon light on him shouting out to the alien criminals that he was coming for them and he'd find them. Clearly the woman beneath the gargoyle knew something and might have been coming to the Doctor with that piece of information, the alien had reacted badly to it, worse than it would have if it hadn't known it was being investigated.

She swallowed though, a tiny voice in her head that, for some reason unknown to her, actually sounded a little like Donna, chastised her for it. Saying that of COURSE the alien would be investigated, it had murdered a professor and EVERYONE had seen the body. One couldn't help but expect an investigation after something like that, if not the Doctor than by the police. It was going to happen regardless because of the first murder and it was NOT the Doctor's fault.

She tried to push that voice aside though, it was…easier to blame the Doctor.

"The poor, little…child," Mac looked over, hearing the housekeeper wheeze out those final words before her eyes fluttered closed in death.

"Doctor…" Mac called, her eyes back on the sky, "It's back!"

The Doctor jumped up and stared at the sky, seeing the wasp flying past, "There! Come on!" he grabbed Donna's hand and pulled her back inside as the wasp darted for the doors to the manor, Agatha and Mac rushing after him, following him up the stairs after the wasp.

"Well, this makes a change," Donna huffed, "There's a monster and we're chasing it!"

"Can't be a monster," Agatha shook her head.

"You'd be surprised what monsters can look like," Mac muttered under her breath.

Donna looked at the Doctor, feeling him squeeze her hand tighter for those words. Both of them knew that Mac had likely been referring either to him, or the Daleks…or both. And that broke Donna's heart and she knew it had to hurt the Doctor's, to hear literally the LAST of his people call him a monster. She knew what he'd done to his planet, it had been the last resort he'd said, she saw the pain and the guilt in his eyes every time he talked about it and yes, she knew it was a terrible, horrible, awful thing to do and the consequences had been devastating…but to have him being called a monster for saving the universe? That wasn't right.

She tried, for a moment though, to imagine it from Mac's point of view, or even from her own if it had been the Earth that had been destroyed because of something the Doctor did…if all of her family and friends, in the blink of an eye, were just…gone. She'd be devastated, heartbroken, probably raging as well though. She'd have tried to murder the Doctor, screamed obscenities at him, threatened him, and then demanded he bring the earth back. Only to realize that…the Earth wouldn't come back…she'd be a wreck. She tried to do that, she tried to understand both sides of a fight before she got involved and to empathize with other as much as she could so she didn't take one side undeservingly or find herself unable to try and talk to both sides.

It was hard because…the Doctor felt so guilty and she knew he had every single life in the universe to worry about if he didn't do something…but…if it had been HER family, she wouldn't have been so forgiving either. And Mac, from small comments she'd heard the girl make from time to time, she had gathered enough to know she had siblings, and that made it worse, because SHE couldn't imagine what it would be like to lose them as well, being an only child. She had nieces and nephews and parents and likely cousins and friends and…and she knew the Doctor had that as well but…the Doctor also had children. Though, she'd learned that the Doctor's family had been killed in a bombing, they were gone before the war ended, unlike Mac's family.

It was a very complicated and heart breaking situation to be in, to understand both their cases and their feelings about it.

"A wasp?" Agatha scoffed, pulling Donna from her thoughts, "It's a trick. They do it with mirrors…" she trailed off though when they reached the top of the stairs to see the wasp just hovering there, no mirrors or strings or smoke in sight, "By all that's holy…"

"Oh, but you are wonderful!" the Doctor beamed at it.

"You are kidding me?!" Mac shot him a glare, "It's a _murderer_ and you find it 'wonderful?'" she let out a bitter laugh, "YOU would."

The Doctor glanced at her for only a moment, a hurt expression on his face, before he noticed the wasp readying its stinger, "Now, just stop there!" he tried to move in front of the women, but the wasp flew right at them, stinger first, forcing them to duck down as it flew over them.

"Let go!" Mac yanked her arm out of the Doctor's hold and stood, pulling the spray and lighter out of her pocket and igniting it as the wasp flew at them again, making it hiss and buzz in alarm, before flying off.

"Don't let it get away!" the Doctor shouted, leaping to his feet.

"A 'thank you' would be polite!" Mac snapped at him.

But he was already off down the hallway, calling, "Quick, before it reverts to human form!" back at them as they took off after him, following him up a set of stairs to a hallway with quite a few doors down it, "Where are you?" he banged on the wall, "Come on! There's nowhere to run. Show yourself!" he started to grin when the doors to the hallway opened and all the guests peeked their heads out at him, all of them human again, "Oh…that's just cheating."

"Says the man who wrote the instructions for TARDIS piloting on his arms to try and pass his exams," Mac muttered.

"Oi!" the Doctor glanced at her, almost smiling at that, at how she'd brought up something that wasn't entirely horrible or biting and was actually a tiny bit amusing…only for her to throw him a look and roll her eyes before striding off.

~8~

Mac was sitting in the back of the sitting room of the manor, a handful of flowers scattered on a small table before her as she worked on separating them, slapping the Doctor's hands back when he tried to touch them or poke them. She had an idea to get the wasp, or at least distract it if it attacked again, but the Doctor was NOT helping her focus any. But then again, neither was the sobbing human on the sofa.

"My faithful companion!" Eddison wept, "This is terrible!"

"Excuse me, my lady," Davenport stepped up from where he was standing with a few servants, "She was on her way to tell you something."

"She never found me. She had an appointment with death instead."

Mac tried her best not to feel irritation with the woman for her dramatics, the Doctor was an even bigger drama queen and she hadn't killed him yet.

"She said, 'the poor little child,'" the Doctor finally turned away from her for a moment to speak to Eddison, "Does that mean anything to anyone?"

"No children in this house for years," Hugh sighed, glancing at his son, a small, knowing look in his yes, "Highly unlikely there will be."

"There's always adoption," Mac muttered to him, making the occupants glance at her a moment before looking back at each other.

On Gallifrey, children were sacred. Living such long lives, children were precious. There were NO orphans on Gallifrey, at all. Anyone who had a child and died, leaving them without another parent or something, the children immediately went to the next closest family members. Always. There were no children abandoned, none given up, every person who had a child kept their child or, at the very worst, bestowed them on a family member but NONE were ever left to fend for themselves. It had been one reason she hadn't been able to even have a child in name, there were none to be given.

"Mrs. Christie, you must have twigged something," Robina spoke up, "You've written simply the best detective stories."

"Tell us…what would Poirot do?" the reverend asked.

"Heaven's sake!" Hugh slapped his arm rest on his chair, "Cards on the table, woman! You should be helping us!"

"But…" Agatha shook her head, starting to stutter at being put in the spotlight, "I'm merely a writer."

"But surely you can crack it," Robina smiled encouragingly, "These events, they're exactly like one of your plots."

"That's what I've been saying," Donna nodded eagerly, looking at Agatha, "Agatha, that's got to mean something."

"But what?" Agatha let out a scoffing breath, "I've no answers. None. I'm sorry, all of you, I'm truly sorry, but I've failed," she swallowed hard at that, "If anyone can help us, it's the Doctor and his assistants, not me," she waited till everyone had turned to look at the Doctor and the other women before she got up and walked out of the room.

~8~

A short while later, when the guests and hosts had left the room, leaving Mac and the Doctor alone in a rather uncomfortable and tense silence, Donna and Agatha rushed back in, the author with a small box in her hands that she'd found while she and Donna had been talking outside. The Doctor had immediately taken it and opened it to reveal quite the assortment of lock picking tools.

"Ooh…" the Doctor murmured, poking one or two of them, "Someone came tooled up…the sort of stuff a thief would use."

"The Unicorn!" Agatha's eyes widened at that, "He's here!"

"The Unicorn and the wasp."

"Your drinks, ladies, Doctor," the butler called as he entered the room with three drinks, two for Donna and Agatha and one for the Doctor.

"Very good, Greeves," the Doctor smiled at the man, taking the tray as the butler left, setting it on the table and taking his drink from the mix.

"Oh no," Mac stepped over and snatched the beverage from him, "You're_ not_ getting smashed in the middle of a murder investigation," she shot him a look.

"It's ONE drink," he argued, trying to reach for it.

"And we both know that no version of you can hold your liquor," she shot back, stepping back out of his reach, giving him a pointed look before she took a sip of the liquid herself.

"What about the science stuff?" Donna smiled behind her glass at that, there were times, very, VERY rare times, where Mac almost sounded like a nagging wife, which was much more pleasant to think of instead of her being an angry woman making snide remarks, "What did you find?"

"Hm," the Doctor looked over at her with a pout, having watched Mac take another sip, "Vespiform sting. Vespiforms have got hives in the Silifax Galaxy."

"Again you talk like Edward Lear," Agatha shook her head.

"For some reason, this one's behaving like a character in one of your books."

"Come on, Agatha," Donna turned to her, "What would Miss Marple do? She'd've overheard something vital by now because the murderer thinks she's just a harmless old lady."

"1927," Mac mumbled to Donna, taking the last sip of her drink and frowning, her mouth moving as though she were trying to get an aftertaste out of it.

"Clever idea," Agatha mused, "Miss Marple, who writes those?"

"Um," Donna smiled hesitantly, "Copyright: Donna Noble? Add it to the list."

"Mackenzie?" the Doctor called, seeing her starting to sway, looking a bit pale, "Mackenzie!" he jumped to his feet and ran to her side, catching her just as she nearly stumbled and fell.

"I don't…" Mac swallowed, her vision starting to swim, "I don't feel well…" she winced, the Doctor whipping out the sonic and scanning her, not caring that Agatha was watching him.

"Something's inhibiting your enzymes," he looked at the scan as she let out a groan of pain, "You've been poisoned! Donna help me!" he called to her, throwing one of Mac's arms around his shoulders as she convulsed, knowing that if he even dared try go with his first instinct, to scoop her up into his arms entirely, she'd likely deck him for it.

"What do we do?" Donna ran over, taking Mac's other arm as Agatha grabbed the glass out of her hand, "What do we do?!"

"Bitter almonds," Agatha whispered, sniffing the remnants of the glass, "It's cyanide. Sparkling cyanide!"

"This way!" the Doctor started heading for the door with Donna, Agatha rushing after him, seeing him heading for the kitchens and bursting into them with Mac. He ran to a small island in the middle, letting Mac go as she leaned against it, gasping for air, her breathing starting to get labored, "Ginger beer!" he shouted to the kitchen staff who he was quite sure he'd startled the life out of by kicking the door open.

"I beg your pardon?" Davenport shook his head.

"I need ginger beer, now!" he ran to the shelves, "Where is it? Where do you keep the ginger beer!?"

"The gentleman's gone mad!" another of the kitchen staff, a young woman called.

But the Doctor was on a mission, trying to find the beer as Donna ran to help him, Agatha trying to keep Mac standing up straight, "Ah ha!" he cheered, finding a bottle and ran back to Mac, "Here, Mackenzie, you need to drink this," he reached out, not caring what her reactions would be anymore as his hearts hammered in his chest, tilting her head back a bit and lifting the bottle to her lips to drink, making sure she swallowed a few mouthfuls before he pulled it away, "Sorry bout this," he winced, moments before he poured it all over the top of her head, soaking her hair and blouse in the sticky substance.

"Doctor what are you doing?!" Agatha shook her head, "I'm an expert in poisons. Cyanide is fatal! There's no cure!"

"Not for us," he whispered, reaching out to take Mac's head in his hands, making her look at him, "Do you hear me, NOT for US," he looked into her eyes, seeing the pain in them from the poison and looked around, "We can stimulate the inhibited enzymes into reversal. Protein!" he snapped his fingers, "I need protein!" and ran back to the shelves.

"Walnuts!" Donna cried, tossing him a bag of them.

"Brilliant!" the Doctor smiled, rushing back to Mac and pouring some into his hands, half-shoving them into her mouth, not having time to be gentle about it.

"What next?" Donna looked at him, ready to get the next object.

"Salt!" he spun around, moving to the cabinets, "Salt! We need something salty!"

Donna's eyes widened and she ran to the shelf again, grabbing a brown bag, "What about this?"

"What is it?"

"It's salt."

"That's too salty!" he raced to another cupboard, searching through it, more frantic than before as he heard Mac give another pained groan, her breathing getting shorter.

"Oh, that's too salty," Donna rolled her eyes.

"What about this?" Agatha offered, having spotted a jar on the counter and grabbed it.

"Yes!" he beamed, taking it and moving back to Mac, having to tilt her head and try to get her to swallow the contents again, "I'm sorry, sorry, I know you hate fish…" he mumbled, forcing her to eat it by clamping his hand over her mouth till she swallowed.

"Fish?" Donna blinked.

"Anchovies," Agatha elaborated.

The Doctor looked around, needing just one more thing to help but…there was nothing. There was nothing there, nothing in reach, nothing that could create what he need.

"Doctor what is it?" Donna breathed, seeing his quickly dampening expression, "What's left?"

"A shock," he ran a hand through his hand, "Just…just a shock…" he glanced back at Mac, her leaning back against the counter, gripping it with both hands so tightly on either side of her that her knuckles were turning white, her eyes squeezed closed with a fine layer of sweat on her brow. He swallowed hard and strode back over to her, "Didn't say it had to be a good one," he muttered, knowing it would be rather unpleasant for her, before he grabbed her face in his hands and kissed her hard on the lips, remaining there even as she beat a fist against his chest and tried to pull away.

He let go only when he felt her shudder and knew what that meant, the poison was about to be released. He jumped back, Mac throwing her head back and half-falling onto the counter behind her as a black smoke rose out of her mouth and into the air before it dissipated, leaving her slumped against the counter, panting.

"Detox," the Doctor offered as an explanation to the others.

Mac though, just gave him the most withering look and strode up to him, slapping him hard across the face, "Don't you EVER do that to me again!" she snapped at him, tears in her eyes before she turned and stormed out of the room.

Donna frowned, glancing from the Doctor's already reddening cheek to the clearly distressed woman that was practically fleeing the room, and ran after Mac.

~8~

"You shouldn't get so cross with the Doctor," Donna remarked as she joined Mac in the garden of the manor, the woman pacing about, "He was just trying to save your life."

"And that always happens," she huffed, "He tries to save one life and ends up taking five others."

"I don't think that's true," Donna frowned at her, crossing her arms, "Don't you think you're taking this whole anger thing a bit far? I get he hurt you and..."

"You don't know the first thing about what he did to me Donna," Mac stopped her pacing to turn to her.

"Fine," Donna huffed, "I won't ask you to stop being angry, or to forgive him, but could you...I don't know, at least TRY to be civil to him?"

"Civil?" Mac scoffed, "To the man who destroyed my entire planet?"

"His planet too," Donna reminded her, making Mac fall silent, "For the sake of the Universe. Look," she held up a hand to stop Mac from speaking, "You didn't HAVE to come. You don't have to be here right now. You're choosing to, cos you think I'll get hurt right?" Mac nodded, "Well this," she gestured at the woman, "Isn't exactly safe either," she told her, "I get hurt every time you throw a dig at him or make some remark. It hurts him AND me when you do that. So please...I don't want to get caught in the crossfire. That happens enough as it is," she tried to joke, "So for me, will you at least TRY to hold back? Be civil? You don't even have to be polite, just...just civil to him."

Mac's jaw tensed for a moment before she sighed and looked away. It was true, she DIDN'T have to be there, but she was. She could have stayed on Earth, she was CHOOSING to be around the Doctor and it was her own fault for being around a man she clearly had issues with. It wasn't fair to Donna to constantly have to hear her complain about him, "I can try," she offered.

"That's all I'm asking," Donna smiled.

"I...it might be hard," Mac warned, "I've spent...500 years? Near enough, being angry and hurt...that doesn't just go away overnight."

"I get that, I do," Donna nodded, "I'm still unbelievably angry and cross with Lance, my um...ex-fiance," she admitted, "I get it. And I appreciate your effort to at least try."

Mac gave her a small nod and let out a long breath, this...was not going to be easy.

~8~

The Doctor glanced at Mac as they gathered around the dining room table that night. She was…oddly quiet, given what had just happened between them. He had expected glares, perhaps another smack, maybe even some shouts…but she was just sitting there, looking at her soup, pushing the broth around with her spoon, Donna beside her with a tiny hint of a smile on her face. He wasn't sure whether that was a good thing or a bad thing as he didn't know what Donna had obviously said to the woman to make her go so quiet.

He…to be honest, he didn't want that. He didn't want other people telling her things that made her solemn or quiet or hesitant or hurt. Granted, he knew that Donna wouldn't ever say something that would hurt someone else on purpose but she could be quite forceful at times. He'd always hated when the Master would comment things to her on Gallifrey and she'd get quiet and contemplative and he'd later learn that the man had made some sort of remark about her and…and HIM. The Mac he remembered from Gallifrey had always wanted the best for everyone around her, and the Master seemed to take a particular joy in telling her she wasn't what was best for HIM. It took him ages to convince her otherwise so he always hated when she'd go quiet and someone else had a smile on their face for it.

He glanced up though when a bolt of lightning illuminated the room, "A terrible day for all of us," he began, looking at those guests and hosts gathered around them, "The professor struck down, Miss Chandrakala cruelly taken from us, and yet, we still take dinner."

"We are British, Doctor," Eddison straightened in her seat, "What else must we do?"

"Mourn?" Mac supplied, "Properly mourn? Find closure? Come to terms with events?"

The Doctor looked at her oddly for a moment, she sounded more…like she was trying to give an example of something that should be done, but something she hadn't been able to do herself, which he knew, very well, that she hadn't, "And then someone tried to poison Mackenzie," he took up from there, "Any one of you had the chance to put cyanide in my drink. Clearly meaning for ME to take the poison instead, yet I'm afraid you missed the mark. However…it DID rather gave me an idea."

"And what would that be?" the reverend looked over.

Mac glanced up at him, seeing the man shifting in his seat and frowned. She looked around at the chairs, all of them had a sprig of the flowers she'd gathered hanging around. Wasps were near enough to bees that the scent of flowers affected them. It was a simple enough trick, a test, much like the Doctor's test with the soup, but hers was easier to use anywhere instead of tricking someone into consuming his. The only person in the room who was as shifty as the reverend was…well, only the reverend. He was the only one who seemed to be affected by the flowers but…she realized now, that it couldn't be said to be a firm test really. He might simply be allergic to flowers much like she was allergic to cats.

"Well, poison," the Doctor smirked as everyone stopped eating, "Drink up," he grinned as they turned to him, "I've laced the soup with pepper."

"Ah, I thought it was jolly spicy," Hugh gave a small chuckle and eagerly slurped up his soup, proving HE, at least, was not the wasp.

"It's…clever," Mac offered, and the Doctor immediately dropped his spoon in shock at her potential-praise, making it clatter against his bowl before it splashed soup up at him, though he hardly noticed as he gaped at her, "The active ingredient in pepper is piperine which IS an insecticide."

The Doctor started to smile at that, especially when thunder cracked behind them, "Oh, anyone got the shivers?"

Before another word could be spoken, there was another crash of thunder and the lights went out, a window flying open as the window snuffed the candles instantly.

"What the deuce is that?" Hugh gasped, a bit shocked at the violent turn in the weather.

"Listen!" the Doctor slowly stood, "Listen! Listen! Listen!" he put his finger to his lips, all of them falling quiet as he listened intently to the silence…a faint buzzing sounding as Mac stood as well, her hands moving to her pockets to take out the lighter and spray.

"No…" Eddison breathed, "No, it can't be!"

Agatha slammed her hands down on the table and stood up quickly, "Show yourself, demon!" she demanded.

"It's a wasp not a demon," Mac corrected.

"Nobody move!" the Doctor threw out his hands, holding them up, "No, don't!" he called as the guests tried to rise and see where the buzzing was coming from, "Stay where you are!"

Suddenly the wasp flew into the air, Greeves grabbing Donna's arm and pulling her out of the room, the Doctor immediately turning Mac and pushing her on, reaching out to grab Agatha's arm as well, shoving them into the hall with a cry of, "Out! Out! Out! Out! Out!"

He quickly turned and shut the door behind them the moment they were in the corridor outside the room, "Not you, Agatha. You've got a long life to lead yet."

"You complete ass!" Mac nearly spat at him, "Her life is no more important than the others!" she shouted, turning to run past him back into the dining hall, disgusted with how he'd only focused on Agatha instead of the others. Oh this was JUST like how she'd remarked on his lack of care for the 'little people,' all the lives of those non-famous people that he seemed to ignore at times.

"Mackenzie wait!" the Doctor shouted, grabbing a sword off a wall display and rushing after her…only to see that the wasp was gone just as the lights came back on.

"My jewelry," Eddison reached for her necklace, the rather large chunk of gem that had been hanging from it gone, "The Firestone, it's gone! Stolen!"

Mac, however, her gaze was on something she would have deemed far more precious than a stupid stone, "I think THAT should be the focus of your concern," she murmured, staring at the table.

"Roger," Davenport breathed.

Eddison spun around, Robina screaming, as they saw Roger sitting in his seat still, his face in his soup, a knife in his back, "My son…my child!" Eddison ran to him.

Mac just shook her head and turned to go, the Doctor reaching out to grab her arm, "Mackenzie…"

"Don't," she pulled her arm back, "Don't say a word to me Doctor," she took a very large breath, "I promised Donna I'd TRY to be civil to you…but this…" she gestured at the table where Eddison and Hugh were weeping over their son's body, "If we'd STAYED put, instead of you trying to save Agatha's life, we could have saved her and HIM too."

She gave him a disgusted look and shook her head, turning to step out of the room, unable to be around him, her mind returning to another son that had died because of the Doctor's interference. She had promised Donna she would try, and unlike most people, she always tried to keep her promises.

The Doctor just watched her go sadly, because...he'd been trying to save HER life as well.

~8~

The Doctor stood by the fireplace in the sitting room, staring at the flames, trying to will himself deaf to the conversation going on between Agatha and Mac on the sofa behind him, Donna off trying to console Lady Eddison as Mac didn't think she'd manage to do it without making some sort of remark that would lead the woman to blame the Doctor.

"You endured the same, didn't you?" Agatha was asking, "You lost a child?"

"A son," Mac swallowed hard, "It was too sudden, I didn't get enough time with him."

Agatha nodded and reached out to touch her hand, "I'm sorry," she held it, "Parents ought not bury their children."

"No," Mac agreed.

"I…I am sorry for your other pains," Agatha added.

"What other pains?" Mac looked at her, just…tired, her exhaustion in her words.

Agatha gave her a knowing, if sad, smile, "You were hurt by your husband as well, weren't you? Like the other Miss Noble and I were."

She nodded, knowing the woman hardly ever missed a trick, "Yeah, I um…caught him with another woman too," she murmured, "Only, where I come from…" she looked at Agatha with a small encouraging smile of her own, "We aren't allowed to divorce."

Agatha nodded at that, it was…scandal, almost, to divorce in that day and age, but…she could see it in Mac's eyes, the pain went all the deeper because she'd been stuck with the man who had betrayed her even after. She would be sure to give her thoughts on divorce a much more willing look when she had the chance.

"That poor footman," Donna called as she entered the room, "Roger's dead and he can't even mourn him. 1926. It's more like the dark ages," she let out a small huff as she plopped down on the sofa on the other side of Agatha.

"Did you inquire about the necklace?" Agatha turned to her.

"Lady Eddison brought it back from India. It's worth thousands."

"This thing can sting," the Doctor mumbled, "It can fly, it could wipe us all out in seconds," he turned to the three women, though Agatha and Donna knew he was looking at Mac more than them, "Why is it playing this game?"

"Every murder is essentially the same," Agatha offered when Mac remained silent, "They are committed because somebody wants something."

"What does a Vespiform want?"

"Doctor, stop it. The murderer is as human as you or I."

"Maybe that's the key then," Mac murmured, "We've been looking at this as an alien…what if we imagine that the murderer is human?" she glanced at the Doctor, "What changes then?"

He paused, considering that a moment, "That is…brilliant," he nodded, "We've been so caught up with giant wasps, we've forgotten…" he moved over to them, sitting on another sofa across from them, but looking at Agatha this time, "You're the expert."

"Look," Agatha sighed, moving to rub her temples as a headache started to form, "I told you. I'm just a…purveyor of nonsense."

"Oh, no, no, no, no, cos plenty of people write detective stories, but yours are the best. And why? Why are you so good, Agatha Christie? Because you understand. You've lived…you've fought…you've had your heart broken," his glance wavered for only a moment to Mac before he forced it to return to Agatha, "You know about people, their passions, their hope and despair and anger, all of those. Tiny huge things can turn the most ordinary person into a killer. Just think, Agatha. If anyone can solve this, it's you."

~8~

Only a short while later, the remaining guests had gathered, along with their hosts, in the sitting room. Agatha and the Doctor were nearer the fireplace, Donna off to the side, sitting down with a small bag of popcorn in her hands, ready to watch the show. The Doctor got up and stood before the guests, looking at the back of the room where Mac was standing by the door, ready in case someone decided to run for it or if the wasp attacked she would be able to get it from behind.

He looked at her intently, waiting till he'd caught her eye and gave her a questioning look. She gave him a curt nod in reply which got a nod from him as well before he began, "We've called you here on this endless night because we have a murderer in our midst. And when it comes to detection, there's none finer…ladies and gentlemen, I give you Agatha Christie," he gestured to her before moving to sit beside Donna, watching as the woman took his place, standing before them all.

"This is a crooked house," she started and Mac could tell she was trying to embody one of her detectives, trying to play the role of someone from her books to make herself more comfortable, pretend she was acting out a scene for her next novel, trying to see how a scene would work out instead of actually trying to address an audience, "A house of secrets. To understand the solution, we must examine them all. Starting with you…Miss Redmond."

Robina blinked and put a delicate hand to her chest, "But I'm innocent, surely."

"You've never met these people and these people never met you. I think the real Robina Redmond never left London. You're impersonating her!"

"How silly," she smiled tensely, "What proof do you have?"

"You said you'd been to the toilet…"

"Oh," Donna grinned, "I know this, if she was really posh, she'd say 'loo.'"

"Earlier today, Miss Donna Noble and I found this on the lawn…" she moved to a small table to the side and picked up the lock picking tools, "…right beneath _your_ bathroom window. You must have heard both Miss Nobles were searching the bedrooms and you panicked. You ran upstairs and disposed of the evidence."

"I've never seen that thing before in my life," Robina tried to defend.

"What's inside it?" Eddison frowned, shifting in her seat to try and see it clearer.

"The tools of your trade, Miss Redmond, or should I say…the Unicorn," she opened the case suddenly, holding it up for everyone to see the picks, "You came to this house with one sole intention, to steal the Firestone!"

Everyone turned to Robina who looked around, trying to seem innocent, before she sighed and rolled her eyes, "Oh, alright then, it's a fair cop," she stood, a cockney accent to her words, "Yes, I'm the bleedin' Unicorn. Ever so nice to meet you," she gave them a mocking curtsy, "I don't think. I took my chance in the dark and nabbed it," she tugged under the strap of her dress and pulled the necklace out, "Go on then, ya nobs, arrest me. Sling me in jail!" she wound her arm back, ready to throw it, when someone grabbed her wrist.

"I'll take that, thank you," Mac plucked the Firestone from her hand and began to look at it, pulling a magnifying glass from her pocket and a penlight, she put the light between her teeth and stepped back, pulling her glasses down to examine the stone more as the Doctor watched.

"So, is she the murderer?" Donna asked, trying to pull attention away from Mac.

"Don't be so thick," Robina sneered, "I might be a thief but I ain't no killer."

"Quite," Agatha nodded, "There are darker motives at work, and, in examining this household…we come to you…Colonel."

Hugh stared at her a moment, before his face flushed, "Damn it, woman! You with your perspicacity! You've rumbled me!"

And then, before their very eyes…he stood up.

Eddison blinked and stared at him in shock, "You…you can walk? But why?!"

"My darling," he immediately knelt by her side, "How else could I be certain of keeping you by my side?"

The Doctor watched them sadly, the man's words hitting closer to home than he knew he or Mac would have wanted him to admit to. He…he HAD told her that he wanted to be with her forever, had told her once, so long ago, that he wanted her to be his Chosen one day so that he could keep her with him always. He could still remember her face when he'd told her that, how happy she'd been, how…her eyes had sparkled with love and joy and…warmth. It was a far cry from how she looked at him now, but he knew it was all his own fault for it.

"I don't understand," Eddison shook her head.

"You're still a beautiful woman, Clemency. Sooner or later, some chap will turn your head. I couldn't bear that. Staying in the chair was the only way I could be certain of keeping you. Confound it, Mrs. Christie!" he stood again and looked at the woman, "How did you discover the truth?"

"Um," Agatha offered him a small smile, "Actually, I had no idea. I was just going to say you were completely innocent."

"Ah…" he blinked, "Oh…"

"Sorry."

"Well, shall I sit down then?" he pointed at his chair.

"I think you better had," Agatha nodded.

"So he's not the murderer?" Donna guessed.

"Indeed not. To find the truth…let's return…" she glanced at Mac, who turned to her, her glasses on her nose, the penlight in her mouth, the magnifying glass just before her eye, making it seem rather large, and making it rather difficult for Agatha not to laugh at the sight. She nodded, realizing what the woman wanted and pulled the penlight out of her mouth, handing the Firestone over and pushing her glasses up again, "To this, far more than the Unicorn's object of desire. The Firestone has quite a history. Lady Eddison."

"I've done nothing!" Eddison said quickly, a little too quickly and defensively for them to fully believe that.

"You brought it back from India, did you not? Before you met the Colonel. According to your butler," she began, thinking of when she and the Doctor had interviewed him as well, had asked a few of the servants questions after the housekeeper had died, "You came home with malaria and confined yourself to this house for six months, in a room that has been locked ever since, which I rather think means…"

"Stop," Eddison gasped, tears in her eyes, "Please!"

"I'm so sorry. But you had fallen pregnant in India…unmarried and ashamed, you hurried back to England with your confidante, a young maid, later to become housekeeper, Miss Chandrakala."

"Clemency!" Hugh turned to her, his eyes wide at that information, "Is this true?"

But Eddison was sobbing now, far too overcome with the grief of having lost her one son to murder and another to shame, "My poor baby. I had to give him away. Oh, the shame of it."

"But you've never said a word!"

"I had no choice," she looked at him pleadingly.

"There is always a choice," Mac said from behind her.

Eddison looked at her over her shoulder, "But imagine the scandal, the family name…"

"To hell with your family name!" Mac snapped, "He was your SON! Your child! No matter what he should ALWAYS have come first!"

That was what she hated about some humans, the amount of effort and stock they put into image and reputation. It might be the cultural differences of Gallifrey and Earth, with children being so precious and the ways their societies worked, perhaps even a bit of her own desire for a child and being denied it forever…but to think of anyone giving up their child…it disgusted her. She knew, because the progenation machine had worked, if she wanted, she could have another son or daughter by it. The machine was specifically designed to produce one of each gender at a time, switching off between boy or girl, it had the capacity, the excess encoding of chromosomes to do so, how else would the female soldiers be able to help contribute to their cause if not for the machine allowing them to produce sons instead of just daughters? She COULD have another child through it, through something like it. It HAD been an option on Gallifrey but…

It was one she just couldn't bring herself to use.

Yes, she adored her son, Teddy had been everything she'd wanted in a child, except for conception. She was adamant, even now, that she not 'cheat' and have a child in that way, using machines and cloning and things to produce a child. None would be completely set for Time Lord DNA, which was why Teddy hadn't regenerated. She didn't want a cloned child, she didn't want a test tube baby, she wanted a real child in her stomach growing there but it couldn't happen. Teddy had NOT been her choice to create, he had been something that happened, and THAT was ok, that she could accept, it hadn't been HER choosing to do it, but something forced on her. He had been there and she'd accepted him, but she just couldn't bring herself to willingly do something like that.

"It was no ordinary pregnancy either, was it?" the Doctor cut in, not wanting Mac's thoughts to linger too much on Teddy, not wanting to see the pain flash in her eyes as she thought of her son and what happened to him…because of HIM.

Eddison spun around in her seat to face him, "How can you know that?!"

"Excuse me, Agatha," he stood slowly, "This is my territory," he moved over to the fireplace and sat down, taking the Firestone from her as she passed and sat on the sofa to listen to his tale as well, "But when you heard that buzzing sound in the dining room, you said, 'It can't be.' Why did you say that?"

"You'd never believe it," Eddison shook her head miserably.

"The Doctor has opened my mind to believe…many things," Agatha admitted.

Eddison sighed, "It was forty years ago in the heat of Delhi one night. I was alone and that's when I saw it, a dazzling light in the sky. The next day, he came to the house, Christopher, the most handsome man I'd ever seen. Our love blazed like a wildfire and I held nothing back. And in return, he showed me the incredible truth about himself. He made himself human to learn about us. This was his true shape. I loved him so much it didn't matter. But he was stolen from me. 1885, the year of the Great Monsoon. The River Jumna rose up and broke its banks. He was taken at the flood. But Christopher left me a parting gift, a jewel like no other," she nodded at the Firestone, "I wore it always. Part of me never forgot. I keep it close. Always."

"Just like a man," Robina scoffed, "Flashes his family jewels and you end up with a bun in the oven."

"A 'poor little child,'" Agatha murmured, recalling the housekeeper's words, "Forty years ago, Miss Chandrakala took that newborn babe to an orphanage. But Professor Peach worked it out. He found the birth certificate."

"Oh, that's 'maiden,'" Donna offered, thinking on what the Doctor had told her and Mac about the scrap of paper Agatha had found in the fireplace, it had said 'maiden' on it, "Maiden name."

"Precisely."

"So she killed him."

"I did not!" Eddison shouted.

Agatha shook her head, agreeing with Eddison, "Miss Chandrakala feared that the professor had unearthed your secret. She was coming to warn you."

"So she killed her," Donna guessed.

"I did not!" Eddison repeated.

"Donna, give her a chance to finish," Mac called, getting rather annoyed now. She knew Donna was excited to see a murder mystery play out before her with Agatha Christie herself a part of it, but this was getting ridiculous.

"Lady Eddison is innocent," Agatha told them all, "Because at this point… Doctor?" she looked at him.

He nodded, "Thank you. Because at this point when we consider the lies and secrets and the key to these events, then we have to consider…it was you, Donna Noble!" he pointed at her sharply.

"What?" Donna went cross-eyed staring at his finger, "Who did I kill?"

"No," he smiled, making Mac roll her eyes at him, "But you said it all along, the vital clue, that this whole thing is being acted out like a murder mystery. Which means…it was you, Agatha Christie!" he pointed to her now.

"I beg your pardon, sir?" Agatha frowned at him, Mac shaking her head and starting to make her way towards the Doctor, they'd never get anywhere with his dramatic side bursting to life.

"So she killed them?" Donna tried to follow.

"No," the Doctor shook his head, lowering his finger, "But she wrote. She wrote those brilliant, clever books. And who's her greatest admirer? The moving finger points…at you, Lady Eddison!" he moved onto Eddison now.

"Leave me alone!" the woman wept, burying her face in her hands.

"So she did kill them?" Donna repeated.

"No, but just think…" he began, only for Mac to appear beside him and give him the 'stop talking' gesture.

"Lady Eddison," she got right to the point, "What were you doing last Thursday night?"

"Uh," Eddison blinked, startled to be asked that, "I was uh…I was in the library. I was reading my favorite Agatha Christie thinking about her plots, and how clever she must be. How is that relevant?"

"What else happened Thursday night?" she glanced at the reverend.

"I'm sorry?" the man blinked.

"Two boys broke into the church, and you, a man of god, saw fit to use blunt force and violence to stop them?" Mac gave him a look.

"I was most perturbed," the reverend tried to defend himself, "I merely apprehended them."

"A man of peace," Mac shook her head, "A pacifist? A forty year old man against two aggressive boys?"

"Hold on," Donna blinked, "Did you say…forty?" she glanced at Eddison for that.

"Oh, my God!" Eddison gasped, staring at the reverend in shock.

"Lady Eddison," the Doctor began, "Your child, how old would he be now?"

"Forty. He's…forty."

"Your child has come home. "

"Ha!" the reverend shook his head at the absurdity of it all, "This is poppycock!"

"Oh?" the Doctor glanced at him, "You said you were taught by the Christian fathers, meaning, raised in an orphanage."

"My son!" Eddison stared at him, "Can it be?"

Mac rolled her eyes at all the dramatics, "You found the boys and it angered you. For the first time in forever, you were properly angry, and that was what broke through the genetic code of your human half and awakened your father's side."

"You realized your inheritance," the Doctor agreed solemnly, "After all these years…you knew who you were. Oh, then it all kicks off cos this…" he held up the Firestone, "…isn't just a jewel. It's a Vespiform telepathic recorder. It's part of you, your brain, your very essence. And when you activated, so did the Firestone. It beamed your full identity directly into your mind."

"And while it was doing that, it took everything Eddison was reading about Agatha Christie's books and brought that along too. You started to think the world around you was exactly like it would be in one of her novels.

"Turns out," the Doctor started to smile, seeing Mac helping him explain instead of snapping and muttering about how he was doing it. Granted she was sticking more to the 'tell' portion instead of the embellishing way he'd have done it, she was still helping, they were working together, "We are in the middle of a murder mystery. One of yours, Dame Agatha," he gave a small bow to the woman as he sat on the arm of a chair.

"Dame?" Agatha blinked at him.

"1971!" Mac hissed at him.

He winced, "Oh, sorry, not yet."

"So he killed them?" Donna looked around, really hoping it was him and that was it, she was out of popcorn, "Yes? Definitely?"

"Yes," both Mac and the Doctor and Agatha said.

"Well," the reverend chuckled, though he was shifting and backing up as everyone looked at him, "This has certainly been a most entertaining evening. Really, you can't believe any of this, surely, Lady Eddizzz…"

"Lady who?" the Doctor's eyes narrowed at him, hearing the man starting to buzz a little before he'd cut himself off.

The reverend cleared his throat, though he still struggled, "Lady Eddizzzon…"

"Little bit of buzzing there, Vicar?"

"Stop it!" Mac elbowed him in the arm, "Do you ALWAYS have to antagonize the people trying to kill us!"

"Don't make me angry," the reverend hissed at him, glaring.

"Why?" the Doctor challenged, "What happens then?"

"Doctor!" Mac huffed as he went at it again.

"Damn it!" the reverend exploded, shocking everyone with his language, "You humanzzz! Worshipping your tribal sky godzzz! I am so much more! That night, the universe exploded in my mind! I wanted to take what wazz mine. And you, Agatha Christie, with your railway station bookstall romancezzz…what'zzz to stop me killing you?"

Eddison just kept staring at him in awe, "Oh, my dear God!" she reached out for him, "My child!"

"Don't touch him you idiot!" Mac snapped, not understanding how the woman, even being just reunited with her son, couldn't see that there was something VERY wrong with him! Even if the man's father had been a good man, they had JUST finished stressing that the man had a murderer's mind!

What was wrong with humans!?

"What'zzz to stop me killing you all?" the reverend shouted, throwing his arms out and morphing into the wasp right before their eyes.

And even then Eddison continued to reach for him, "Forgive me!"

Luckily, her husband and butler still had their senses about them and managed to pull her back, "No, Clemency!" Hugh shouted, tugging her for the door, "Keep away! Keep away, my darling!"

"No!" Agatha leapt to her feet as the wasp started to head for Eddison, its stinger ready, holding the Firestone up in her hand, "No more murder! If my imagination made you kill, then my imagination will find a way to stop you, foul creature!" and then she ran for the door.

"Oh honestly!" Mac huffed, the dramatics! They could give the Doctor a run for his money. All they had to do was shatter the Firestone and the Vespiform would stop, but Agatha had run off with it, leaving the trio little choice but to follow.

"Wait!" Donna gasped, spotting the wasp heading after them, "Now it's chasing us!"

They managed to make it out of the house and shut the doors, trying to give them some more time, only to spot Agatha already in a car, racing past them.

"Come on!" the Doctor reached out for them, grabbing Donna's hand, Mac pulling hers away before he could reach her though. They winced as the wasp broke through the door, causing it to splinter behind them, the wasp darting past them and hovering, looking at the trio running and Agatha in the car.

"Over here!" Agatha drew its attention, "Come and get me, Reverend!"

"Agatha, what are you doing?" the Doctor demanded of her.

"If I started this, Doctor, then I must stop it!" she turned and pressed her foot to the pedal, speeding off as the wasp raced after her.

"Come on!" the Doctor ran for a second car, sonicing it instead of letting Mac hotwire it, given time was of the essence.

"You said this is the night Agatha Christie loses her memory," Donna gasped as the Doctor sped off after Agatha.

"Time is in flux, Donna!" he shouted above the roar of the engine, "For all we know, this is the night Agatha Christie loses her life and history gets changed!"

"But where is she going?!"

"Where else?" Mac asked them, "Her car was found by a lake tomorrow wasn't it?"

"But what's she going to do?!" the Doctor shook his head, coming to a sudden stop as they reached the lake moments after Agatha, spotting her rushing towards the lake and stopping, spinning around and holding up the Firestone.

"Here I am!" she shouted as the wasp flew at her, "The honey in the trap. Come to me, Vespiform."

Donna blinked and stared, the wasp was slowing down, more hovering before her as the woman stared it down, "She's controlling it!"

"It's mind is based on her thought processes," the Doctor realized as he rushed out of the car, the two after them, "They're linked."

"Quite so, Doctor," Agatha nodded, not even blinking away from the wasp as she stepped slowly closer and closer to the lake, "If I die, then this creature might die with me."

"Oi!" Mac strode past them to the wasp, holding up her spray and lighter, "Leave her alone!"

"You're not meant to be like this," the Doctor tried to reason with it, seeing that, from that angle, Mac would end up burning the creatures wings, potentially killing it, "You've got the wrong template in your mind."

Donna looked between them and the wasp that was getting steadily closer to Agatha and ran forward, "He's not listening!" she grabbed the stone out of Agatha's hand before she could even react, and threw it into the lake, the wasp diving after it instantly, making the water bubble and turn purple for a moment as they stared on, "How do you kill a wasp? Drown it. Just like its father."

"Donna, that thing couldn't help itself," the Doctor murmured.

"Neither could I," Donna whispered.

"If you hadn't stopped it," Mac reached out to put a hand on Donna's shoulder, "It would have continued killing."

The Doctor was silent as he looked at Mac, knowing that he could argue that THAT was what he'd been trying to do with the war and the Daleks. That if he hadn't stopped them, they would have gone on killing. But he knew Mac wouldn't listen, not just because of how massive a loss it was for them both but…his plan had ultimately failed as more Daleks than he cared to remember HAD survived the destruction of Gallifrey. His efforts had truly been for nothing.

"Death comes as the end," Agatha agreed, "And justice is served."

"Murder at the vicar's rage," the Doctor offered, only for Donna to roll her eyes exactly as Mac was, which sort of made him see the 'family' resemblance a bit more, "Needs a bit of work."

"Just one mystery left, Doctor," Agatha turned to the Time Lords, "Who exactly are you two?" she'd never seen someone speak like the Doctor or be able to battle a poison like Mac had.

The Doctor glanced at Mac, not quite sure what to say…when the woman suddenly fell forward, a grimace of pain on her face before she lost consciousness. The Doctor managed to catch her and lower her to the ground, his mind racing as he worked out what had happened, "Oh! It's the Firestone! It's part of the Vespiform's mind! It's dying and it's connected to Agatha!" he looked around, frantic, trying to think of something to do…when she began to glow purple, settling into a gentle unconsciousness as it faded, "It let her go. Right at the end, the Vespiform chose to save someone's life."

"Is she alright, though?" Donna frowned as Mac reached out and took her pulse.

"I've got smelling salts," Mac reached for her pockets.

"No," the Doctor shook his head, seeming about to reach out to stop her before he stopped himself, "Let…let her rest. Her mind needs healing from using the Firestone…of course!" he shouted suddenly, a thought striking him from that remark, "The amnesia! Wiped her mind of everything that happened. The wasp, the murders…"

"And us," Donna sighed, "She'll forget about us."

"Yeah, but we solved another riddle," he grinned, "The mystery of Agatha Christie. And tomorrow morning, her car gets found by the side of the lake just like Mackenzie said. A few days later, she turns up at a hotel in Harrogate…with no idea of what just happened."

"Well then we'd best get her there," Mac determined, "There's no telling how long of a rest she'll need, we should get her ready to head out there as soon as we can."

The Doctor nodded and leaned down to pick Agatha up, the three of them heading to the car to get back to the TARDIS.

~8~

The trio stood across the road, watching as Agatha headed up the steps to the famed hotel, glancing back in their direction but not really seeing them. They were one of the crowd now, "No one'll ever know," the Doctor mused.

"Except Lady Eddison, Hugh, their staff, their guests…" Mac listed.

"Yeah," Donna nodded, "What about them?"

"A shameful story," he shrugged, "They'd never talk of it, too British. While the Unicorn does a bunk back to London Town, she can never say she was there."

"But what happens to Agatha?"

"History," Mac watched as Agatha entered the hotel, "She'll write more, meet another man, get married and just…live her life to the fullest."

"She never thought her books were any good, though. And she must have spent all those years wondering."

The Doctor just grinned at that and took her hand, tugging her back to the TARDIS with Mac following.

~8~

"Thing is," the Doctor's muffled voice drifted up to Mac and Donna as they knelt beside an opening in the grating, the Doctor currently half buried beneath it, digging around for something, "I don't think she ever quite forgot. Great mind like that, some of the details kept bleeding through. All the stuff her imagination could use. Like Miss Marple!"

"I should have made her sign a contract," Donna sighed at that.

"And…where is it?" Donna winced as he banged his head on something, "Hold on…"

"You should organize better Doctor," Mac called down to him.

"Don't need to, cos…here we go!" he cheered, lifting a chest out of the grate and setting it between the two women, "C," he opened it, "That is C for Cyberman," he tossed a Cyberman's chestplate aside, Mac frowning as she touched the center of it, tracing an odd logo on it, "C for Carrionites," and set down a globe he'd nicked from the Globe Theater that had the three Carrionites trapped inside it, still wailing, before he set a bust of Caesar before them as well, "And…" he grinned widely, pulling out a small paperback novel, "Christie, Agatha," he held it up to them to see his copy of 'Death in the Clouds' complete with a wasp on the cover, "Look at that," he tapped the insect.

"She _did_ remember," Donna smiled, taking the book to look at the cover more intently.

"Somewhere at the back of her mind, it all lingered. And that's not all. Look at the copyright page."

Donna opened the front cover, reading the inside note, "'Facsimile edition published in the year…5 billion!?'"

Mac nodded, "And that's not even the oldest edition that'll be published," she added, "Or the most popular."

"People never stop reading them," the Doctor agreed, "She is _the_ best-selling novelist of all time."

"But she never knew," Donna murmured.

"Well, no one knows how they're gonna be remembered," the Doctor began, his tone growing a bit more sad near the end, his glance drifting to Mac for a moment, "We can only hope for the best," he sighed and shrugged, "Maybe that's what kept her writing. The same thing that keeps me travelling," he looked at both women, "Onwards?" he offered.

Donna nodded, "Onwards."

"…Mackenzie?" he looked at her, trying not to be hopeful.

Mac glanced down at the novel, and then to Donna, and back, before she nodded, "Onwards."

The Doctor gave himself a little smile before he jumped to his feet and pulled a lever on the console, making the rotor rise and fall as Donna and Mac looked on, Mac glancing back down at the book once more, there was still…danger out there, she knew, far greater than the Doctor even realized. She still had the Adipose and the Sontaran invasion of Earth in mind, there was something else going on in the Universe and…what better way to look into it, than travelling through it?

A/N: I'm back! ^-^

I just want to say thank you guys SO MUCH for being so understanding about my not being able to update for the last week or so :') I had a note on tumblr about it, but the gist of it was that I was without internet for the last week as my family and I tried to get answers and work out what was a little off about me the last few months, health wise. I'm so relieved to tell you all that I'm a-ok now. Around the weekend I started to feel so much better and by yesterday it was cleared up that, what I'd been feeling the last few months was more a massive stress-related episode than anything truly life threatening, which I'm very, very relieved about. Between finals in December and work and deadlines and stress with my boss and my parents urging me to quit and then that adding to worrying about how I'd be able to help pay the bills and mortgage without a paycheck and so many other things up to about the end of February, the stress really did a number to my health and energy levels :( Having the week off and long discussions with my parents about options for the future took an enormous amount of stress off me and I feel like my old self again. A lot of adjustments have been made in my life and I'm feeling a great deal better and I'm very excited to be back and ready to go ;)

I hope you all liked the chapter :) We'll be finding out exactly what the Doctor did to Mac in the next two ;)

I also wanted to say that, since the last week I wasn't able to sort of keep 'on schedule' for posting chapters (I think we'd be at the 10-specials by now or something), I'm going to cut a day or two off between posting my DW stories and my movie-stories (Thor, Star Wars, and LotR) to catch up. I'll also be posting 2 chapters of Merlin, OUAT, and BBT on certain days, like a little treat, to make sure we get those three stories complete by December 31st ;)

I have a few things to sort through but I should be back on tumblr too in a few hours ;) And I'll also be trying to get back to PMers over the next couple weeks, I've got almost 100 to get through so it might take a little while lol :)

Some notes on reviews...

I have a small sequel to WWTW planned for October, more so of all the 11s being in one place ;) I can't say if Mac will be there though, we'll have quite a few more Time Ladies added by then too so I might want to keep it as just the trio :)

I can say that Teddy DOES live in the end of the episode yup, just like Jenny :) I can't say if Teddy will reappear though, that'll be a secret }:)

Oh the snarking will keep up for a while, it wouldn't be believable or realistic to just have it completely stop as you can't just turn off anger, especially not when the target of it destroyed your entire planet AND your family AND was the cause of your misery for centuries :( You'd be pretty angry and biting too, I'd imagine :( But no, Mac will protect Donna as best she can, she won't be the cause of Donna's plight, but there will be quite a few revelations for Mac. In a way, they're already equal, the Doctor didn't REALLY destroy his planet ;)

Oh the Doctor cares for Mac much more than just as a friend ;) But I can say that yes, what he did (knowingly) did cause him a lot of hurt as well :(

I decided to make it so that Mac can't have children mostly because I'd gotten a lot of comments about how I kept bringing children and Time Tots into my other three TLs and wanted to sort of try this out where we know going in there will not be any children growing up in the TARDIS :( It breaks my heart to do, I love Time Tots and seeing them grow, but I felt like there had to be at least 1 series where we knew it was NOT going to happen to sort of break up all the other children appearing in my other stories (the Doctor's son, daughter, twins, and so on) :(

I sort of figured it was all a part of the machine, that it had some sort of DNA progenation thing that would allow women to have sons instead of just daughters. We saw there were female soldiers, I can't imagine that the original settlers would risk something happening where only the women were left and leaving them to make more women. I feel like it might just be a failsafe in the machine that allows a tweak to have the women have sons too :) And it's sci-fi and the future so they might have developed some way by then to do that ;)

I don't care for bashing fics either so it's hard to write Mac the way she is, Donna doesn't seem to like it either lol :) It's more...Mac actually has reasons and, everything she's bashing, in one way CAN be seen as reality and something that has actually happened in his past :( Which is why I think it's harder to write her, because she has a point at times and does point out the negative qualities of our favorite Time Lord :( But I can say she'll be toning it down (thanks to Donna's request) and it'll only last about another...week and then we get resolution and healing ;)

Mac didn't know about Rassilon nope :( And the Doctor, at this point, feels like he deserves her anger so he hasn't said anything about it (not that he thinks she'd even believe him at this point either) :( But that and Gallifrey Standing will be quite a bit of revelation for Mac going forward yup :) Donna can't really give her a piece of her mind because, in a way, Donna would react the same if someone tried to defend Lance, maybe even be worse than Mac :( But she doesn't want the Doctor constantly hurt so she's definitely put in a request for civility ;)

I tried searching 'Sherlock (episode title) sockshare' and I was able to find the episodes when they first came out :) Not sure if they're still up, but they might be :) But aww, thanks! I'd certainly give you an autograph in exchange for a hug ;) (I'm a hugger lol) So if my hugging you (and possibly buying you a tea/coffee/juice/beverage to chat over) doesn't creep you out, I'm not creeped out either ;) I don't think Mac will go through as much as Angel, I can say there'll be one very traumatizing moment in a later series, but it'll only pop up a little afterwards :) I'll definitely be continuing AAO yup, unfortunately none of the spin-offs this month either. The last week really threw me off and I've got to give a lot of time to catching up when I'd normally be writing them :( But April definitely ;) That series will go right to the end of Angel's story, but probably episode by episode. I'd put a question out about whether people would want it to skip or go in order and the consensus was more in order to see the progression of the relationship from the TARDIS's POV ;)

Mac will slowly come to understand the Doctor and how it's not as much his fault as she thinks things are :) Oh I think this Mac would have killed 11 within 5 minutes of meeting him lol, good thing she had 10 :) I think Mac would very much empathize with Amy in the Asylum yup :( It was mostly Donna that got her to agree to go, probably about 1 or 2 tenths Teddy and a majority Donna, I think she sees Donna as more someone's child (having met Mrs. Noble) and is thinking of her own child a little :( I hope we see Teddy again too :0

Mac is very...angry yup, I sort of want to slap her too :( But she'll definitely be calming down after what Donna asked :) I think it's more she's had centuries of misery because of the Doctor, then lost her planet because of him, and then lost her son so she's very hurt and just angry :'( She'll be getting a few revelations later that'll change how she sees/thinks of him though ;)

I think 10 would be more of the father sort of person. I feel like 11 is more of the 'big brother' type of father, like a child himself, but 10 would be a little more mature, a little more cautious, and maybe a little more of a worrier too, like...if they had a temperature or sneezed he'd freak out lol :)

Nope, Mac will never conceive a baby, no little Time Babies running around the TARDIS :(


	5. Silence in the Library

Silence in the Library

Mac wasn't sure whether to be pleased or disappointed when they set foot out of the TARDIS to see that they were in a rather large library, THE Library actually. They were supposed to be heading for the beach, which she wasn't quite fond of. She'd found that this version of her preferred her professional garb, nice blouse and pencil skirt, over other outfits and going to the beach in swim clothes didn't exactly tickle her fancy. But…she knew that Donna had been looking forward to it. Then again, no beach meant there was little chance of Donna drowning, or getting caught in a riptide, or eaten by a shark or anything that the Doctor might end up getting them into.

She was also a bit loathe to admit that, well, she almost preferred things happening indoors as opposed to outside. She had spent nearly the entirety of the war slaving away in a factory, working tirelessly, literally working unless she was sleeping a few hours every week or so or eating a sparse meal. She hadn't even seen the sky (what was left of it) except for when they launched the sky trenches to see if they'd work and then again when she left Gallifrey in the shuttle. Even when she'd been in UNIT she'd spent most of her time in the lab, working on some thing or another. She knew it was likely a carryover from the war, her feeling more comfortable inside than out, so, in a way, she was almost glad that they'd ended up in a library.

But she was NOT going to tell the Doctor that. She had made a promise to Donna, to try and be the tiniest bit more civil to the Doctor, though she only counted that as not snapping at him every single second and only when he deserved it…so every other second then. But she was trying, she was. She HAD decided to travel with the Doctor to protect Donna and keep her safe and…she liked the ginger woman. Donna wasn't afraid to let the Doctor have it either, she was brave as now she was aware of the danger but still decided to go, and…Donna could empathize with her. It was true Donna didn't know the entire story of why she was so cross with the Doctor, and true, Donna's own experience with Lance paled in comparison to the great debacle her own relationship with the Doctor had been, but…Donna understood what it was like to be with a man and have him crush your heart and betray you. No matter how severe or what the circumstances, Donna could understand that at least. She…was slowly starting to feel more comfortable around Donna too, she hadn't betrayed her trust yet like Martha had and she was starting to think that maybe, just maybe, she could talk to Donna about what the Doctor had done. The ginger woman really had been the one to have to put up with her snapping at the Doctor more than Martha did and she deserved to know the reason why.

"Books!" the Doctor cheered, "People never really stop loving books. 51st century. By now you've got holovids, direct to brain downloads, fiction mist, but you need the smell. The smell of books, Donna. Deep breath!" he inhaled with a wide grin on his face as they walked through the…rather empty and dark reception room, heading for a staircase that they could see the surface of the planet from the bottom of.

It was a huge city that seemed to be filled with books on shelves, stretching as far out as the eye could see, "It's called The Library," Mac added, for Donna's sake biting back her comment about her shock at the Doctor even recognizing what a book was he'd spent so little time studying out of them.

"So big it doesn't need a name," the Doctor smiled, "Just a great big 'the.'"

"It's like a city," Donna breathed in awe.

"It's the entire planet," Mac countered, "The core is an index computer, like…a super-hard drive with back ups of all the books on the surface."

"Every book ever written," the Doctor murmured, just as awed as Donna was, "Whole continents of Jeffrey Archer, Bridget Jones, Monty Python's Big Red Book. Brand new editions, specially printed. We're near the equator, so..." he licked his finger and held it up, Mac rolling her eyes at him, "This must be Biographies! I love biographies!"

"The life and death of people," Mac muttered under her breath as she crossed her arms and looked out at the planet, "You in a nutshell."

The Doctor swallowed hard at that, he was sure she hadn't meant for him to hear that, he'd…actually noticed that she was very quiet now. He didn't like it. He'd actually rather her spew venom at him than to be this quiet and this controlled in her words. He'd spent centuries on Gallifrey, dealing with her not speaking to him at all, he didn't want that again. He'd rather her rage at him, but AT HIM, than to blatantly ignore him again which she seemed on the cusp of doing.

"Well no one can live forever," Donna tried to defend him.

"No, no," the Doctor shook his head, "You need a good death. Without death, there'd only be comedies. Dying gives us size."

Donna moved to pick up a book, but Mac reached out and took it from her, "Best not," she warned.

"Why?" Donna frowned.

"Everything here is the future," Mac shrugged, "That was my whole purpose on Earth, to keep you lot from getting ahead of yourselves before you're ready. Someone," she shot the Doctor a look, "Has to be responsible."

"You um, don't wanna read ahead, spoil all the surprises," the Doctor tried to make it sound less serious, "Like peeking at the end."

"Isn't travelling with you one big spoiler?" Donna countered, trying to lighten the mood.

"I...try to keep you away from major plot developments."

Mac scoffed, "Yes, because going to Pompeii is very much trying to avoid a major plot development."

"I was aiming for Rome," he remarked.

"Then it's your own fault you didn't look at the monitor or run an environment check before getting out or you'd have known that you'd missed the mark."

"If we _hadn't_ been there Pompeii wouldn't have happened. WE caused it. WE set time right again."

"Yes, Doctor, you be proud of the fact that your actions buried another city and murdered 20,000 people, well done."

"There's just no pleasing you is there?" he started to feel angry now, "I say I didn't cause Pompeii to happen, you'll go off about how the timelines were in danger. I say I did cause Pompeii to happen, you spout on about how it killed all those people. You twist everything…"

"Did you ever stop to think that you just make the worst choices?" she cut in, glaring at him, "YOU get involved and everything goes to hell. Everything. I mean, my god, we can't even go to a _library_ without it going south!"

"What…what's wrong with the library?" Donna tried to interrupt.

She'd noticed that about Mac as well, that she tended to focus only on the negatives of what the Doctor had done and ignore all the good. She hated to admit it but she understood why Mac did it. It was easier to be angry when you thought the absolute worst in someone else. It was easier to hold onto the anger when you focused on the negatives of that other person. Even if the Doctor was a saint Mac would find some way to make him a sinner in her eyes. It was a terrible thing to see happen to someone like the Doctor, who tried so hard to be a good person, but it was something everyone did, _everyone_, human and alien alike. When you were angry, you wanted to stay angry, you didn't want to forgive the other person or give in or admit to anything, you just…wanted to fume and rage at them.

And Mac had centuries of anger to deal with.

"It's _silent_," Mac huffed.

"And that's a bad thing?" Donna shook her head, "Aren't libraries supposed to be quiet?"

"It's not just the library," the Doctor ran a hand down his face, "It's the entire planet," he turned to one of the information terminals beside them and started to flash the sonic at it.

"Maybe it's a Sunday?"

"No, I never land on Sundays. Sundays are boring."

"Well...maybe everyone's really, really quiet."

"We'd still have _seen_ someone," Mac countered.

"They'd still show up on the system," the Doctor agreed.

Donna glanced over at Mac and the Doctor, the two standing on opposite ends of the small bottom step area, Mac perusing the books that were sitting on the ledge of the overlook while the Doctor tampered with the terminal, "Doctor, why are we here? Really, why?"

"Oh, you know, just passing…"

"Oh yes, that's so smart," Mac shot him a look, "LIE to your companion about the danger she might be in. That's just brilliant."

"_Did you ever stop to think I don't want to worry her unless I have to?_" the Doctor shot back at her in Gallifreyan, a bit of a mocking tone to his voice.

"_Did you ever think she'd be safer knowing what she should stay away from?_" Mac fired back, "_If you're being hunted by a little boy with a scar on his hand that can turn you into a zombie through touch and you don't warn her of that because you don't want to frighten her, Donna would run right to him!_"

"How do you even _know_ about that!?" he shouted, slipping back into English.

"Tales of your exploits Doctor, can be found everywhere," she glared, "I've done my research. We're in the biggest Library ever," she threw her arms out, "I bet they have all sorts of information on you and the results of your appearances. It's NOT that hard to track you down through time and space when you know what to look for and can piece things together. Basic Archaeology."

"Ugh," he muttered, "Archaeologists."

"Stop it," she crossed her arms again.

She'd actually wanted to be one. An Archaeologist. Ages ago, on Gallifrey, she'd wanted to be someone to study history and piece together the past from little clues. It was like with Lammasteen, they took such ordinary objects and put them together to make something great, she wanted to take something that was already great, but broken, and piece it together. She wanted to find little scraps of information and build more out of it. She liked taking the little things and finding something giant about them.

"Enough both of you," Donna cut in, feeling very much like a scolding mother, "Now…" she put her hands on her hips, "Will one of you please tell me why we're here?" she looked between them, "It was all, 'let's hit the beach' then suddenly we're in a Library. Why?"

The Doctor glanced back, hearing a beep, to see the terminal had finished running the program he'd set for it, "Now, that's interesting."

"Attention span of a rodent," Mac muttered.

Donna just sighed and looked at him, "What?"

"Scanning for life forms," he explained, stepping back so they could see the terminal, Mac taking a few steps closer, "If I do a scan looking for your basic humanoids, you know, your book readers, few limbs and a face," he shrugged, the terminal reading 'filtered humanoid lifeform scan; 3; complete' instead of the likely thousands it should have read, "Apart from us, I get nothing. Zippo, nada, see? Nobody home. But if I widen the parameters to any kind of life..." he tapped a button and the numbers on the screen shot up to 'error; .000; lifeform number capped at maximum record,' which made them frown, "A million million. Gives up after that. A million million."

"That's not right," Mac looked around, at a number like that, there should have been chatter, they should have seen people, it would have been impossible _not_ to. The Library, while it was a planet, was a fairly small one in comparison to others as it was man-made. The size would have meant they'd HAVE to have seen someone already.

"But there's nothing here," Donna grasped that as well, "There's no one."

"And not a sound," the Doctor agreed, "A million million life forms, and silence in the Library."

"But there's no one here. There's just books. I mean, it's not the books, is it? I mean, it can't be the books, can it? I mean, books can't be alive?"

Mac rolled her eyes as the two of them glanced at each other and hesitantly reached out to touch one of the books on the ledge. Only for her to step forward and snap the cover down, "Don't be ridiculous," she looked at the two of them, "This isn't Harry Potter."

"Welcome!" a voice called behind them a moment later, making them jump and spun around.

"That came from in there," Donna frowned back the way they'd come.

"Yeah," the Doctor nodded, glancing at the two women as though to see if they wanted to investigate before heading off up the stairs once more, the two following him. They stepped back into reception to see a rather odd structure standing there with a human face. It looked like a rather thin blob of white material with a pole through it, there was a more oval white blob on top in which the face was set.

"I am Courtesy Node 710/aqua," the black woman's face greeted them with a warm smile, "Please enjoy the Library and respect the personal access codes of all your fellow readers regardless of species or hygiene taboo."

"That face," Donna murmured, "It looks real."

"Yeah, don't worry about it," the doctor tried to wave it off.

"It IS a real face," Mac told her, sending a look at the Doctor for yet another bit of information he was trying to cover up.

"A real face!?" Donna gaped, "You mean it…it's a hologram or something, right?"

"No, it's a real, human face."

"Additional," the Node cut in before Donna could say anything else, "There follows a brief message from the head librarian for your urgent attention. It has been edited for tone and content by Felman Lux Automated Decency Filter. Message follows. 'Run. For God's sake, run. No way is safe. The Library has sealed itself, we can't... Oh, they're here. Arg. Slarg. Snick.' Message ends. Please switch off your mobile comm units for the comfort of other readers."

"So that's why we're here..." the Doctor murmured as Mac's jaw tensed at that, sensing yet another danger on the horizon and, with how little the Doctor actually_ told_ any of his companions about what was coming, it was a good thing she'd decided to stay for Donna.

"Anything else we should know?" Mac glanced at the Node.

"One additional message," the Node announced, "This message carries a Felman Lux coherency warning of 5, 0, 11..."

"Yeah, yeah, fine, fine, fine, just play it," the Doctor rolled his eyes.

"Message follows. 'Count the shadows. For God's sake, remember...if you want to live, count the shadows.' Message ends."

"Donna..." the Doctor began.

"Yeah?" she looked at him, NOT liking the sound of his tone.

"Stay out of the shadows."

Mac rolled her eyes, that should have been obvious, "Now he cares," she murmured, the Doctor glancing at her as he heard her.

Donna frowned and looked around, "Why, what's in the shadows?" but the Doctor just walked on, avoiding them as he headed for a door in the back, "Mackenzie? What are in the shadows?"

Mac just sighed, "Too many things to name," she remarked, "But here," she reached into her pocket, she'd taken to wearing a sort of coat that looked like a lab coat, but was of a dark gray color instead, and pulled out a glowstick, handing it to her.

Donna immediately broke it, smiling when she saw it was red, like her hair, "Thanks," she nodded at the woman before they headed off after the Doctor, finding themselves in between two rather large bookshelves that went up quite a few stories, when they stepped past the door.

"So..." Donna looked at the Doctor, "We weren't 'just in the neighborhood.'"

"Yeah," he winced, rubbing the back of his neck when he saw Mac giving him a pointed look, his lies were really bad if his companions could see through them, "I kind of, sort of lied a bit. I got a message on the psychic paper," he pulled the small wallet out of his pocket and held it up to them to see.

'The Library. Come as soon as you both can. XO'

"What do you think?" he asked as Donna took the paper and eyed it closer, "Cry for help?"

"Cry for help?" Donna scoffed, holding it out to face him, "With a kiss?"

Mac frowned though and took the paper from her, moving her glasses onto her nose as she looked at the handwriting. It wasn't even that she was looking at how it was written, trying to see if she could work out anything about the person who sent it, whether it was left handed or right handed or if they were a boy or girl but…the handwriting itself…it looked a bit like her own.

"Oh, we've all done that," the Doctor shrugged, "And there's a hug there too!" he pointed out.

"Who's it from?" Donna asked.

"No idea."

"That's one of the downsides to psychic paper," Mac muttered, handing it over to the Doctor once more and slipping her glasses up, "It's rubbish at documenting things like that. It's a receiver of psychic calls but doesn't give who they're from unless the person adds it to the message."

"So why did we come here then?" Donna shook her head, "Why did you LET him take us here?"

Mac just shrugged, she…she really didn't know why. She had been aware the moment the Doctor had decided to change course, she knew why, she knew he'd gotten a distress call of some sort, perhaps THAT was why she'd not said anything. She'd thought it had been a genuine distress call given how quickly he'd changed directions, she hadn't considered it was more an invitation than anything.

"Hold on," the Doctor cut in before she could answer, the two women turning to look at him, hearing a slight panic in his voice, to see that the lights on the far end of the aisle were starting to go out, the lights following it, getting closer and closer and close to them.

"What's happening?" Donna stiffened at the sight.

"Just go!" Mac grabbed her arm and pulled her on, the three of them turning and bolting down the halls towards the next door they could find.

"Come on!" the Doctor muttered as he tried to get the lock to open.

"What, is it locked?" Donna panted, glancing back at the encroaching darkness.

"Jammed! The wood's warped!"

"Sonic it, use the thingy!"

"I can't, it's wood!"

"What, it doesn't do _wood_?!"

"Hang on, hang on, if I can vibrate the molecules, fry the bindings, I can shatterline the interface..."

Mac, who had been looking around for anything to help, ran to the doors, "Try this," she muttered, falling to her knees and pulling a simple screwdriver out of her pocket. She shoved it under the door and used the floor to wedge it up.

"Got it!" the Doctor cheered as the shift released the warped section and he shoved the doors open, reaching out to yank Mac up and pull her in with him and Donna before he turned and shut the door again. Donna ran to the side and grabbed a book, rushing back and using it to wedge into the handles, keeping the door shut.

"Hold on," Mac mumbled, pulling out two more glowsticks from her pockets and cracking them, placing them down on the ground just underneath the crack under the door, "If it's something in the shadows, the light should stall it…"

"Brilliant," the Doctor whispered, smiling at her, he hadn't even thought of that.

Mac pushed herself up and brushed off her skirt, only to stop when she caught sight of a floating, metal sphere with a camera lens in it hovering just a few feet before them.

The Doctor frowned and turned, following her gaze, only to beam when he spotted it as well, "Oh! Hello! Sorry to burst on you like this. Ok if we stop here for a bit?"

The sphere just fell to the ground.

Donna blinked, "What is it?"

"Security camera," he replied, walking over to it, "Switched itself off," he scooped it up and started to look at it, pulling out his sonic.

"Don't even try it," Mac snatched the sphere from him, "You'll break it."

"I was just examining it."

"You don't always need a sonic to do that," she countered.

"What was that?" Donna cut in, not wanting them to argue again, "What was after us? I mean, did we just run away from a power cut?"

"Possibly," the Doctor sighed, watching Mac carry the sphere over to a desk and set the ball down, examining it with her hands and eyes first.

"Are we safe here?"

"Course we're safe. There's a little shop," he nodded to the side, grinning when he saw the arrow pointing to it, "I love the little shop."

"Doctor," Mac called, "The camera's alive," she told him as he jogged over, seeing a message 'Why are you in my Library?' over and over.

"You said it was a security camera," Donna frowned, making her way over to it.

"Yes, some of them, especially in this century, are sentient," Mac explained, "Which means a SONIC," she shot the Doctor a look, "Would have been like taking a jackhammer to its head."

"Right," he winced, reaching out to pat the sphere, "Sorry."

The sphere's message just shifted, 'The Library is breached. Others are coming.'

"Others?" Donna read, "What's it mean, 'others?'" she looked around as though trying to spot where these 'others' could be, but only spotted another Node set up off to the side of the room, "Excuse me," she walked over to it, this one of an older gentleman's face, "What does it mean, 'others?'"

"That's barely more than a speak your weight machine, it can't help you," the Doctor called, he and Mac moving over to her, leaving the sphere on the table to rest, neither of them feeling comfortable with trying to crack it open or anything.

Donna turned to him, about to fire some sort of remark about if he was talking about HER weight, when Mac lunged forward, "Donna, be careful!" she gently nudged Donna forward more, having spotted a rather large shadow jutting out onto the floor behind her.

"The shadow," the Doctor frowned, examining it, "Look."

"What about it?" Donna shook her head.

"'Count the shadows…'"

"One," Donna deadpanned, "There, I counted it, one shadow."

Mac sighed, seeing what the Doctor was trying to get at, "But Donna…there's nothing around here that could cast a shadow like that."

Donna blinked and looked around, as though just noticing that fact.

"Oh," the Doctor breathed, "I'm thick! Look at me, I'm old and thick! Head's too full of stuff, I need a bigger head!"

"A smaller one would be much more preferred," Mac muttered.

But the Doctor ignored her, striding across the room and the light in the center of the floor, careful of the shadow, and towards the opposite end, standing within the light ring but pointing at a light flickering in the darkness. Mac frowned and glanced back at the glowsticks, seeing they were barely visible now.

"Power must be going," Donna shrugged.

"This place runs on fission cells," the Doctor shook his head, "They'll outburn the sun."

"And I just cracked those sticks," Mac mused, nodding back at them.

"Then why is it dark?" Donna looked at them, concerned.

"It's not dark," the Doctor told her.

Donna frowned, turning to look at the glowsticks again, ready to go grab them and see closer what might be wrong with them, maybe they were just defective, but her own was working just fine and…that was when she noticed, "That shadow. It's gone!"

The Doctor spun around to see that the large shadow that had been jutting out into the middle of the room was nowhere to be seen, "We need to get back to the TARDIS."

"We never should have left the TARDIS without running a scan," Mac muttered, "And we can't go there now."

"Why?" Donna looked at her, alarmed.

"Because we're surrounded by shadows," she gestured around, the two of them just noticing that there really was only the ring of light they were standing in that had any sort of brightness to it. Even the small shafts of light and brighter spots they'd noticed around the room when they ran in were completely dark, "They've moved to keep us stuck."

"What do you mean 'they've moved?'" Donna shook her head, "Who're they? What's going on? It can't be the shadows can it? Shadows can't move."

"Reminder," the Node called out, interrupting Donna's questioning and starting to repeat the same message that had been on the sphere, "The Library has been breached, others are coming. Reminder: the Library has been breached, others are coming. Reminder: the Library has been breached..."

The trio spun around when a door behind them slid open and six people in stark white spacesuits, very fitted compared to the astronaut suits that Donna was used to seeing on people, walked in. One of them, the first one walking ahead of the others, moved straight to the Doctor and hit a button on her wrist, making her visor go clear, illuminating her face to reveal a woman with light brown curly hair.

The woman seemed very pleased to see him as she smiled at him, "Hello sweetie."

Mac blinked at that, not at what she'd said but…how she'd said it, it was more like she was using some sort of nickname for him, like a code instead of his name. Which made no sense because the Doctor was like a code in itself.

The Doctor however, just pointed back at the doors they'd come through, "Get out!"

"Doctor," Donna began, not quite sure what was going on, "Mackenzie?"

But Mac could only shake her head, looking at this woman closely, she was looking at the Doctor fondly, but also curiously, like she hadn't quite seen THIS incarnation of him before. Clearly the woman had to know about him if she recognized him. There was no reason for her to go right up to him and greet him so familiarly if she didn't know who he was and likely what he was. It DID make her curious though, if the woman would have the same reaction to her as well. She was standing more to the side, trying to be as far from the Doctor as possible but still within the light, and, from the woman's helmet, she wouldn't easily be able to see her from that angle.

"All of you," the Doctor continued, as though Donna hadn't interrupted him, "Turn around, get back in your rocket and fly away! Tell your grandchildren you came to the Library and lived, they won't believe you."

The woman seemed amused by that as she turned to her crew, "Pop your helmets, everyone. We've got breathers."

"How do you know they're not androids?" one of the other women, with short black hair, asked as the others did as they were told, all of them taking off their helmets instantly, trusting this woman.

"Cos I've dated androids," the woman remarked, "They're rubbish."

"Who is this?" another man, an older one, demanded as he gestured angrily at the three of them, Mac moving closer to the Doctor as Donna was, more so that she could see all the six people clearly instead of from the side, "You said we were the only expedition, I paid for exclusives."

"I lied," the woman shrugged, "I'm always lying. Bound to be others."

The man narrowed his eyes at her and spun to the last woman, a rather pretty one, with long black hair in a side ponytail, "Miss Evangelista, I want to see the contracts."

"You came through the north door, yeah?" the woman turned back to the Doctor, Mac still a bit too far to the side, "How was that, much damage?"

"Look," Mac stepped over, "This dunce won't…" she trailed off a moment, seeing the woman was smiling widely at her as well, clearly recognizing her and happy she was there, "He won't tell you what's going on, but you need to leave. This place is infested with V…"

"Hang on," the Doctor cut in, "Did you say expedition?"

"My expedition," the older man stepped up, "I funded it."

"Oh here we go," Mac rubbed her head, knowing this was about to set him off on another tirade about archaeologists.

"Oh, you're not, are you?" the Doctor started to grimace, "Tell me you're not archaeologists."

"There's nothing wrong with archaeologists!" Mac huffed at the same time the woman let out an amused chuckle and smirked out, "Got a problem with archaeologists?"

The woman glanced at Mac a moment, seeming completely thrilled that the woman seemed to like archaeologists.

"I'm a time traveler," the Doctor deadpanned, "I point and laugh at archaeologists."

"And I'M a time traveler," Mac countered, "And I think what they can do and piece together from fragments is amazing," she crossed her arms, "THEY can work out history from bits and pieces instead of needing to see it happen and get involved," she emphasized the last two words, throwing him a pointed look that made him wince.

The woman beamed wider at that, "Professor River Song," she reached out to shake Mac's hand, "Archaeologist."

"Mack…" Mac began, but River cut her off.

"Mackenzie and the Doctor," she smiled, "I know who you are, yes."

"River Song, lovely name," the Doctor rolled his eyes, assuming that the woman probably recognized their faces from them popping up in history which…he was starting to realize…was probably not a good thing if others could do it too, "And you're leaving," he tried to lead her to the door but she remained stationary, so he continued instead, "And you're leaving now...you need to set up a quarantine beacon. Code-wall the planet, the whole planet. Nobody comes here, not ever again...not one living thing, not here, not ever. And…"

"Watch out!" Mac reached out and pulled the short-haired woman back from where she was about to step out of the light, "What's your name?" she asked her before glancing at River, "What's her name?"

"Anita," the woman answered first.

"Anita," Mac nodded, turning back to her, "Be more careful, and take this," she handed her a glowstick as well, it might not be much help but it might be able to do something small at least, "Don't step on any of the shadows."

"Not a foot," the Doctor agreed, coming back over, "Not a finger in the shadows till you're safely back in your ship. Goes for all of you. Stay in the light. Find a nice, bright spot and just stand. If you understand either of us, look very, very scared," he stared around at them, the crew was blank, River was smiling, "No, bit more scared than that?" his gaze flickered to Miss Evangelista who seemed a little scared, "Ok, do for now. You," he pointed to one of the men, "Who are you?"

"Uh, Dave," he pointed to himself.

"Ok, Dave..."

"Oh, well Other Dave, because that's Proper Dave," he pointed to another man, "The pilot, he was the first Dave, so when we..."

The Doctor just rolled his eyes and took Other Dave's arm, leading him back to the door they'd entered through, "Other Dave, the way you came, does it look the same as before?"

"Yeah," the man nodded, "Oh, it's a bit darker."

"Darker?" Mac frowned, "By how much?"

"Oh, like I could see where we came through just like a moment ago. I can't now."

The Doctor looked back at Mac to see her shaking her head at him and winced, realizing he really SHOULD start using the scans the TARDIS had to avoid things like this, "Seal up this door," he ordered Other Dave, "We'll find another way out."

"Yeah?" Mac scoffed, "How? We can't move past the shadows and we can't exactly teleport everyone into the TARDIS."

"Well…can't YOU think of something?" he made a sort of wiggly finger motion before gesturing around.

She gave him a look, "There are books here Doctor. I can stack them and make a staircase, and that's about it. Or we can tear out the papers and use them for insulation if it gets cold, other than that?" she shook her head, "They're _books_."

"Greatest weapons in the world though right?" he tried to cheer her up.

"Oh yes sure," she muttered, "Try and find one that says how to kill a Vashta Nerada or try to use it as a physical weapon against something that doesn't have a physical body!"

"We're not looking for a way out," the older man cut in with a huff, getting a bit tired of their bickering, "Miss Evangelista?"

Evangelista glanced at him a moment, seeming a little intimidated by the snap war going on before her, till she took a breath and a step towards them, standing a bit nearer to the ginger woman of their group instead of the arguing brunettes, "I'm Mr. Lux's personal...everything," she introduced with a nod to the older man, "You need to sign these contracts," she handed them a few papers in her hands, "Agreeing that your individual experience inside the Library are the intellectual property of the Felman Lux Corporation."

"Right, give it here," the Doctor took his.

"Yeah, lovely," and Donna followed suit, "Thanks."

Mac was silent, skimming the contract as the Doctor and Donna tore theirs to pieces.

"My family built this Library!" Lux cried, "I have rights."

"You have a mouth that won't stop," River rolled her eyes.

"No," Mac shook her head, pulling out a pen and signing the contract, handing it to Evangelista before nodding at the Doctor, "That would be HIS title."

River smirked at that, but eyed their less than relaxed positions, "You really think there's danger here?" she asked them.

"Something came to this Library and killed everything in it," the Doctor countered sarcastically, "Killed a whole world. Danger? Could be."

"And yet you STILL take on companions," Mac mumbled, trying to keep it quiet, but the Doctor and, surprisingly, River, seemed to hear her.

The Doctor looked away, knowing it was a dig about how he showed up and death seemed to follow him, along with danger, and then there was also the 'whole world' part of it in Gallifrey. He could admit she WAS keeping her remarks more to herself, more under her breath, sometimes he didn't hear them at all, but other times he couldn't help but catch them.

River frowned as she looked at Mac, and back at the Doctor, shifting a little as she eyed them. This was wrong, this was SO wrong. This…this wasn't the Doctor and Mac, this wasn't the Doctor and his Kenzie, not at all. It…it was worrying her because, she honestly didn't know which incarnation this was of them. Oh she had pictures yes, but…they weren't in any particular order and, with time travel, it was hard to say what incarnation happened in what order. She knew her Doctor and Mac, she knew what incarnation THEY were, they said it to her, but that was only one point out of a potential 13 and then some. This Doctor and Mac, for all she knew, they could be ones that came FAR after her, far after the ones she knew. This could be a future Doctor and Mac instead of a past one like she thought. But…if this was their future…what had happened? Because she couldn't ever picture the Doctor and Mac she'd left off with acting so…differently.

Especially not Mac.

"That was 100 years ago," River murmured, glancing around, trying to find some way to get the two alone for a moment, or as alone as they could be within that circle, "The Library's been silent for 100 years. Whatever came here is long dead."

"Bet your life?" the Doctor glanced at her.

River smiled, seeming more pleased by that phrase than was probably normal, "Always."

"What are you doing?" Lux cried and they looked over to see he was standing beside Other Dave as he was working on the door.

"He said seal the door," Other Dave shrugged.

"Torch!" the Doctor ran forward to grab Lux's torch, when Mac pulled him back.

"Don't be rude," she huffed, reaching into her pocket and pulling out her penlight, handing it to him.

River beamed at the sight of the little light for some reason.

"You're taking orders from him?" Lux continued to rant at Other Dave.

"Spooky, isn't it?" the Doctor chuckled, moving to the edge of the light and flashing the penlight on the dark corners, "Almost every species in the universe has an irrational fear of the dark. But they're wrong. Cos it's not irrational. It's Vashta Nerada."

"What's Vashta Nerada?" Donna frowned, not liking the sound of that.

"It's what's in the dark. It's what's always in the dark."

Mac rolled her eyes, "It's a shadow that will eat you alive," she told Donna, NOT about to let the Doctor sugar coat it, she wanted everyone to know exactly what sort of danger they were in, why they HAD to stay away from the shadows, "It will strip all the flesh from your bones, leaving you a skeleton, in a matter of moments. A fraction of a second really. It's quick, at least, that's the only comfort in it."

"So what can we do to stop them?" Donna asked.

"Lights can slow them down, but it won't keep them back forever."

"That's what we need!" the Doctor cheered, "Lights. You got lights?" he looked at Mac, handing her back the penlight, "Any more sticks?"

"No."

He nodded and rounded on River, "What about you?" she nodded, "Form a circle, safe area, big as you can, lights pointing out."

"Oi!" River turned to her crew, "Do as he says."

"You're not listening to this man?!" Lux shouted.

"Apparently, I am," River shot him a look, before taking command of the situation in a rather…Doctor-like move, "Anita, unpack the lights. Other Dave, make sure the door's secure, then help Anita. Mr. Lux, put your helmet back on, block the visor. Proper Dave, find an active terminal. I want you to access the Library database, see what you can find about what happened here a hundred years ago," she glanced at her crew and then the Doctor and Mac, "Pretty Boy, Four-Eyes," she called, her voice just a tiny bit strained, like she wasn't used to calling them that but didn't want the others to know she knew them more personally than just knowing their names before, "You're with me. Step into my office," she moved across the room to a desk with an information terminal on it at the other end of the circle.

"Professor Song, why am I the only one wearing my helmet?" Lux asked as she passed him.

"I don't fancy you," she told him cheekily.

Mac started to walk after her when the Doctor headed to Proper Dave, "Probably I can help you."

"Oi, Doctor!" Mac called, "She said the two of us with her."

The Doctor blinked, looking at her, "Oh, _I'm_ Pretty Boy?"

"Yes," Donna rolled her eyes, "Ooh, that came out a bit quick!"

"Pretty?!"

Mac just rolled her eyes, the Doctor's small smile at being called pretty fading when he saw the small headshake she gave him as well.

He sighed but headed over to the two women, "Don't let your shadows cross!" he warned the crew, "Seriously, don't even let them touch. Any of them could be infected."

"How can a shadow be infected?" Other Dave wondered.

But the Doctor had already reached River, pulling different odds and ends out of her bag, Mac eyeing each of them, already taking mental stock of what there was around them that might be able to help. So far she was thinking, if they broke the legs off the chairs, they could tie some of the papers of the books to the end and make a proper torch, that should help them hold back the shadows just a little. Vashta Nerada were indigenous to forests, forests meant wood, which meant that they were more frightened of fire than just light, even though they were immune to fire.

"I know I don't have to say it, but thanks," River murmured to them as she pulled out a small, worn, old, TARDIS-shaped diary, clutching it to her chest a moment as she smiled at them.

"For what?" the Doctor eyed her.

"The usual," she shrugged, "For coming when I call," she looked at them warmly, "You always come when I need you, don't you?"

"Oh, that was you?" he blinked at her.

River blinked back, a pit starting to form in her stomach, "You're…doing a very good job, acting like you don't know me," she looked between them, "I'm assuming there's a reason?"

"There usually is," Mac sighed, pulling off her glasses to clean them.

"I didn't…" River began, before shaking her head, "Sorry, I didn't know you wore glasses."

Mac glanced at her, "If you know us, and you know what we are…" she trailed off, waiting till River nodded, "Then you know what we can do at times. We're always different."

River looked at her sadly, "Yes, you are," she sighed and looked down at her diary, opening it and flipping pages, "Ok, shall we do diaries, then? Where are we this time? Uh, going by your faces," she eyed them, "Must be early days for you instead. Yes? So, um..." she flipped a few pages, "Crash of the _Byzantium_, have we done that yet?"

They just stared at her, and a sinking feeling started to grow in her stomach.

"Obviously ringing no bells," she swallowed and turned a few more pages, "Right, um, oh," she smiled, "Picnic at Asgard. Have we done Asgard yet?"

Still just more stares.

"Obviously not," she whispered, an icy hand of fear pressing on her chest at that, any earlier and she'd be at a point where they didn't know who she was. She was…she was so used to them knowing her and just…popping up sometimes when they didn't that…she didn't…they didn't know her at ALL did they? No, no they HAD to know her. This…this had to be them AFTER the last thems she'd seen, that was it, they just…hadn't seen her in a while, yes, that was it, "Blimey, life with time travelers, never knew it could be such hard work."

But even as he stood there, looking at them, she could see it in their eyes, it wasn't the aged look she knew, not the one she was expecting if this was the future thems…no, their eyes were young, younger than the earliest versions of HER Doctor and Mac that she'd met, "Look at you," she whispered, "You're young."

"We're really not, you know," the Doctor shook his head.

"Nah, but you are. Your eyes. You're younger than I've ever seen you."

The Time Lords glanced at each other, hearing a crack in River's voice, "You've seen us before, then?" the Doctor asked.

River stared at them, heartbroken, "Doctor...please tell me you know who I am?"

"Who are you?" he asked.

River blinked, feeling tears in her eyes as she looked at Mac, "Mackenzie? You know me, don't you?"

Mac shook her head, not sure why she felt her own hearts breaking to see the devastated look in River's eyes, "I'm sorry," she shook her head, "Are we supposed to?"

River looked down, closing her eyes a moment before she shook her head, "Too early," she whispered, "It's too early. You haven't met me yet have you? You don't know who I am."

"Who are you?" Mac eyed her.

River gave them a sad smile, "Oh, spoilers," was all she could offer with a shake of her head.

Before the Time Lords could even ask her another question, a strange sort of alarm, one that sounded very much like a telephone began going off, "Sorry!" Proper Dave called from another terminal.

The Doctor spun around the moment the alarm went off, but Mac remained watching River carefully, so only she saw the woman wipe quickly beneath her eye before she turned her head quickly as River looked up so the woman wouldn't see that she'd seen her.

"That was me," Proper Dave continued, "Trying to get through into the security protocols, I seem to have set something off. What is that? Is that an alarm?"

"That sounds like..." Donna frowned.

"A phone," Mac nodded, "Because it is."

"I'm trying to call up the data core," Proper Dave explained as the Doctor rushed over to his terminal, "But it's not responding. Just that noise."

"But it's a phone!" Donna cried as she too made her way over, along with all the others to gather around the Doctor, River standing a bit behind them all, Mac beside her.

"Let me try something," the Doctor lightly nudged Proper Dave out of the way and started to type in some commands, only for 'access denied' to flash on the screen, "Ok, doesn't like that, let's try something else…" he muttered, starting to type another attempt…when an image started to appear on the monitor, "Ok, here it comes…" he grinned when it cleared, only to blink, seeing what looked like a little girl sitting at a desk in a house, coloring, "Hello?"

The girl, a little girl with brown hair, dressed in purple, stiffened and turned around, staring at them, "Hello. Are you in my television?"

"Well, no," the Doctor shook his head, "I'm…I'm...sort of in space. I…I was trying to call up the data core of a triple-grid security processor."

"Would you like to speak to my dad?"

"Dad or your mum, that'd be lovely."

The girl got up to do that, but then spotted the two women standing behind him as well, the ginger woman and the one with the brown hair in the bun, "I know you! You were in my Library."

"Your Library?" Mac called, a little startled at that, thinking about the security camera's message, was this girl a holographic representation of the security system?

"The Library's never been on the television before. What have you done?"

"Ah," the Doctor stuttered, "I...I just rerouted the interface..." but before he could finish, the line was broken, replaced with static for a moment before the Library's generic screen returned.

"What happened?" River shook her head, "Who was that?"

The Doctor tried to get the connection back, but 'access denied' appeared again and he groaned, "I need another terminal!" he shouted, rushing back to the terminal by River's 'office,' "Keep working on those lights, we need those lights!"

"You heard him, people, let there be light!" River ordered as she followed him, Mac with her, not about to trust the Doctor to touch anything without setting off some other sort of alarm.

Mac rolled her eyes, seeing him glancing at River's diary and reaching for it, only to snatch it back, "Oi," she pointed a warning finger at him, "Spoilers," she warned, handing it back to River without even looking.

River blinked at that, "You…don't want a peek?" she asked the woman.

Mac shook her head, "You recognized the BOTH of us," she mumbled, "I don't want to know the future if it means it's still tied to HIS," she gave a harsh nod to the Doctor before striding of and grabbing a chair, breaking it on the side of a desk, startling everyone else but River and the Doctor.

"Doctor…" River began quietly, "What did you _do_ to make her so angry?" she whispered, glancing at him, "I've NEVER seen her like this before."

The Doctor knew she thought Mac angry because of her viciously breaking the chair, but he knew what Mac was up to when she broke things. She much preferred smashing glass against walls when she was truly angry, whenever she broke other objects it was to get to the pieces of them. But he understood River's concern, it didn't take a genius to realize Mac was cross with him, very VERY cross with him.

"She's…she's not always like that then?" he wondered, glancing at her diary again. He'd been able to gleam enough from River to know that yes, she DID know him AND Mac, which meant…Mac was still with him in the future and, her comment just now, it…it gave him hope. Because if River, if this River, who clearly knew them in the future, was so shocked by this Mac and worried for her anger, then…then there was a chance that he might have gotten her to forgive him. And, if he could get her to forgive him, maybe…maybe there was a chance that he could get her to…to love him, or at least care for him, again.

"Sorry," River clutched the diary closer to her chest, "You're not allowed to see inside the book, it's against the rules."

"What rules?"

"Your rules."

He sighed, running a hand through his hair, "I don't want to see inside the book," he began carefully, hoping he might be able to gleam a little more out of her without sneaking a peek in the book, "I just want to know that…that she gets better."

River swallowed hard, "I'm sorry Doctor, but…I said too much already."

He had to give a reluctant nod to that, foresight was dangerous after all, even for a time traveler.

He ducked suddenly when a book flew at him from behind and beaned him in the back of the head, "What's that?" he winced, jerking forward, only to see that quite a few books were flying off of the shelves, all on their own.

"Doctor what did you do!?" Mac shouted at him.

"I didn't do that!" he defended, looking at Proper Dave, the only other person at a terminal, "Did you do that?"

"Not me," the man shook his head, the books starting to lighten up and stop.

The Doctor turned back to the terminal, trying to find out what had happened, only for the 'access denied' logo to flash again, but this time…there was something else written above it, "What's CAL?"

"More importantly, what's causing that?" River winced and ducked as another wave of books started to fall, "Is it the little girl?"

The Doctor turned and moved to River, putting an arm around her to try and protect her from the raining books, much like Mac was doing for Donna, "But who is the little girl? What's she got to do with this place? How does the data core work? What's the principle? What's CAL?"

"Ask Mr. Lux," was all River could say as the books started to stop again.

"CAL, what is it?" the Doctor called to him.

"Sorry," the man smiled smugly, "You didn't sign your personal experience contracts."

"Mr. Lux," the Doctor's jaw tensed as he straightened, "Right now, you're in more danger than you've ever been in your whole life. And you're protecting a patent?"

"I'm protecting my family's pride!"

"Well, funny thing, Mr. Lux, I don't want to see everyone in this room dead because some idiot thinks his pride is more important."

"Then why don't you sign his contract?" River asked with a small smirk, just as Mac moved to open her mouth, likely about to ask the same thing but with a bit more bite, "I didn't either. I'm getting worse than you."

"Luckily, I did," Mac walked over to them, "So," she crossed her arms and looked at Lux, "Mr. Lux, please, do enlighten me as to the nature of CAL."

The man still hesitated though, glancing from her to the Doctor, the connection between the two already glaringly obvious as she'd been with him and the ginger woman earlier.

She gave him a look for his silence, "I'm going to assume that not even your crew members who DID sign their agreements know what CAL is?" she asked and the man did nod at that at least, "Fine, then how about you explain what happened here 100 years ago? What were the reports about the Library sealing like?"

"There was a message from the Library," River explained, seeing Lux shifting, "Just one. 'The lights are going out.' Then the computer sealed the planet, and there was nothing for a hundred years."

"It's taken three generations of my family just to decode the seals and get back in," Lux sighed.

"Um..." Evangelista called, "Excuse me..."

"Not just now," Lux waved her off as the crew and Donna gathered around the Time Lords and River to review the data…and to be closer to the center incase the books started flying again.

"There was one other thing in the last message..." River added.

"That's confidential!" Lux cried.

"I trust these two," River snapped at him, "With my life, with everything."

"You've only just met them!"

"No," she swallowed, "They've only just met me."

"Um," Evangelista tried again, "This might be important actually..."

"In a moment!" Lux huffed.

"River, what was the message?" Mac asked, trying to shake off the odd feeling she'd gotten at hearing River's declaration.

It was heartfelt, it was deep, and it was instant, whatever River Song was to them in the future…she got the feeling she was someone that they trusted as well. Trust was a two way street, for her to trust them that much, so much that she even trusted versions of them who didn't know her from a hole in the wall…it had to be a very, very deep tie both ways. It made her…curious as to just who this woman was though, SHE especially did not trust easily, and for River to trust her back…it had to mean that she trusted River in the first place.

"This is a data extract that came with the message," River pulled out a PDA from her bag and held it up to Mac and the Doctor to read.

"'4022 saved. No survivors,'" the Doctor squinted as he read the message.

"4022, that's the exact number of people who were in the Library when the planet was sealed."

"Now you see why a million, million people would have had to be noticed," Mac remarked to Donna. The Library was a small planet, 4,000 was an average day and the planet could, perhaps, hold 10,000 at capacity. It would be impossible for a million million people to be there and not be seen.

"But how can 4022 people have been saved if there were no survivors?" Donna frowned.

"That's what we're here to find out," River told her.

"And so far, what we haven't found are any bodies," Lux added.

Suddenly a scream rang out, a rather feminine, young, scream. The Doctor immediately bolted into action, racing out of the room through a panel that was open in the walls, into the darkness with every single member of that crew and Donna running after him. Mac, though, stood there, in the middle of the light, shaking her head at them.

"Run RIGHT into the dark without much light," she muttered, "Brilliant," she shook her head, "And you wonder why you get people killed Doctor."

She sighed and turned back to the actual torches she was working on, pulling her glasses down. She knew what had happened. It didn't take much to realize that Evangelista wasn't one of the crew that ran out, that, of all the women, she was missing. The Vashta Nerada were quick, but those spacesuits would make it just a tiny bit difficult, make it last a little longer. She could guess what had happened, what they'd find, a skeleton in shredded clothes. She didn't want to see that.

She didn't want to see that happen again so they'd need more protection, once the Vashta Nerada got a scent of you, they'd never stop, they'd need the torches and the fire and the smoke to help them. She just hoped that Donna would be ok, with an entire crew surrounding her, she'd be safe…but the sight of Evangelista as a skeleton…that would be harder to bear.

~8~

Mac sighed when she saw the Doctor's angry face as he raced back into the room a short while later, just as she was tying a few scraps of paper she'd torn out of various books to the end of one torch. Donna was following with the crew, River just after the Doctor, almost as spry as he was, Anita's arm around her as she wept. Clearly it had been harder than she thought on the ginger to see Evangelista in such a state. She didn't even want to know what had happened that had made the entire crew seem just as devastated by the woman's death. From what she had gathered, hearing a few remarks from them, they found Evangelista more an annoyance than anything.

"I'm gonna need a packed lunch!" the Doctor called.

"You're not seriously going to try and draw one out are you?" Mac spun to face him, the expression on his face however, told her all she needed to know, that was EXACTLY what he was going to do.

"Hang on," River moved to her pack and pulled it down to the ground in the center of the circle, pulling out a few items she'd put back in there after getting her diary out, only to pull the diary out first.

"What's in that book?" the Doctor asked her quietly.

"Like Mackenzie said," she smiled, "Spoilers."

"Who are you River?" he looked at her intently.

"Professor River Song, University of..."

"To me. To Mackenzie. Who are you to us? You KNOW us…you…you trust us, trust ME," he murmured.

River glanced up at him, wanting so badly to tell him, to tell Mac, but she knew it was more for her own selfish reasons that because they needed to know, so she settled for, "Again...spoilers," and held out a boxed lunch to him, "Chicken, and a bit of salad. Knock yourself out."

The Doctor gave her a long look before he took the box and stood up, "Right, you lot. Let's all meet the Vashta Nerada!"

"Oi!" Mac called, seeing him about to just toss a leg out, "Find one that's already here!" she told him, "Don't attract more by leaving the meat lying on the floor!"

He winced at that, "Right," and set down the box, quickly pulling out his sonic to try and find an existing shadow first. They were very…good sniffers the Vashta Nerada, cooked meat ready to eat would be like a beacon to them if he just threw it anywhere, it might very well attract more than they wanted. Mac was right about that, it was easier to toss it right to a shadow than to wait and see if more would come.

River sighed and shook her head at him as well, moving to lean on the desk where Donna was resting, the woman pale and quiet and…she felt bad for her. She always worried about people, the Doctor and Mac especially, and she just wanted to help cheer up their companion as the two Time Lords were busy with their tasks.

"You travel with them, don't you?" River wondered, "The Doctor and Mackenzie, you travel with them?"

"For as long as Kenzie will stay," Donna sighed, not even realizing she'd shortened Mac's name, though River smiled at it.

"Proper Dave, could you move over a bit?" the Doctor asked as he came to Dave's feet, the man having been 'shadowing' him in his search.

"Why?"

"Over there by the water cooler. Thanks."

Donna watched as Proper Dave walked off, and her gaze flickered to the Doctor, then to Mac, "You know them both, don't you?"

"Oh, God, do I know them," River smiled, "We go…" she shook her head, "_Way_ back, them and me. Just not this far back," she added quietly.

"I'm sorry, what?" Donna glanced at her, nearly missing that last part.

"They haven't met me yet," River said sadly, "I sent them a message, they're always telling me to, whenever I'm going somewhere dangerous, so that they can be there with me…but it went wrong," she shrugged, "It arrived too early. This is the Doctor and Mackenzie in the days before they knew me. And," she shook her head, "When they both look at me…they look right through me and it shouldn't kill me, but it does."

"What are you talking about?" Donna stared at her, "Are you just talking rubbish? Do you know them or don't you?"

"Donna!" the Doctor huffed, "Quiet! I'm working."

"Sorry!"

River blinked and turned to Donna sharply, "Donna? You're Donna? Donna Noble?"

"Yeah," Donna said slowly, "Why?"

River looked at her a long while, her eyes filling with tears before she glanced at Mac, finishing the last torch, and back to her, "I _do_ know them. But in the future. Their personal future."

"So…why don't you know me? Where am_ I_ in the future?"

River had just opened her mouth to answer, when the Doctor stood, "Ok, we've got a live one! That's not darkness down those tunnels, this is not a shadow. It's a swarm. A man-eating swarm," he turned and picked up the boxed lunch, tossing one of the chicken legs into the shadow…but it was bone by the time it landed.

"Vashta Nerada means 'the shadows that melt the flesh,'" Mac explained as she moved over to them, handing River a torch, and the Doctor, one for her, and one for the crew as well, to Other Dave, "Some species call them the piranhas of the air."

"Most planets have them, but usually in small clusters," the Doctor held up his sonic to the end of the torch, about to light it when Mac stopped him. He nodded, they were a temporary fix, a short lived one depending how long the papers would burn for, they were only to be used in dire circumstances, not them standing in the middle of light, "I've never seen an infestation on this scale, or this aggressive."

"What d'you mean, most planets?" Donna frowned, "Not Earth?"

"Everywhere Donna," Mac countered, "Wherever there's meat. You ever see the dust in sunbeams?" Donna nodded, "Guess what they are."

Donna shook her head frantically, not wanting to think about that, "If they were on Earth, we'd know."

"Nah," the Doctor waved her off, "Normally they live on road kill. But sometimes people go missing. Not everyone comes back out of the dark."

"Every shadow?" River glanced down at the floor and the torch in her hand.

"No. But any shadow."

"So what do we do?" she turned to them.

"Daleks, aim for the eyestalk. Sontarans, back of the neck. Vashta Nerada...run, just run."

"Run?" River scoffed, "Run where?"

"This is an index point," the Doctor looked around, "There must be an exit teleport somewhere."

"Mr. Lux?" Mac glanced at him for the information.

"Don't look at me," he held up his hands, "I haven't memorized the schematics!"

"You're joking," Mac deadpanned, "You planned to break into a Library that had something deadly happen to it 100 years ago, and you didn't think to map out or at least remember where your points of escape were? My god, and I thought the Doctor had no self-preservation!"

"What about the little shop?" Donna cut in, seeing the Doctor about to open his mouth on that, "They always make you go through the little shop on the way out so they can sell you stuff."

"You're right!" the Doctor cheered, "Brilliant! That's why I like the little shop!"

"Ok," Proper Dave smiled, "Let's move it!"

He took a step forward, only for Mac to press the end of her torch to his chest, stopping him, "You may want to stop."

"What? Why?"

Mac just nodded down at the ground and they all followed her gaze to see that Proper Dave…had two shadows.

"It's how they hunt," the Doctor told the man gently, "They latch on to a food source and keep it fresh."

"What do I do?" Proper Dave's head snapped up to look at him and Mac for answers.

"You don't move, for one," Mac remarked, "They like to hunt moving pray. It's more fun for them."

"We're not leaving you, Dave," River promised.

"Course we're not leaving," the Doctor grinned tensely, though it was something only Donna seemed to see, that and how his gaze flickered to Mac as she remained standing right in front of Proper Dave, "Where's your helmet? Don't point, just tell me."

"On the floor, by my bag," the man stated and Anita moved to get it for him, being closer.

"Be careful with your shadows Anita," Mac called, not taking her eyes off of Proper Dave, waiting for any sign at all that the Vashta Nerada had gotten him to tell the others that they WERE in fact going to leave the man behind, but only after he was eaten.

Anita nodded and moved carefully, handing the Doctor the helmet, "Thanks," he took it, handing his torch to Donna to hold, before he moved closer to Dave, "Now, the rest of you, helmets back on and sealed up. We'll need everything we've got," he stepped beside Mac and put the helmet carefully back onto Dave's head.

"But, WE haven't got any helmets," Donna murmured, coming up on the Doctor's other side as the crew put their helmets on.

"Yeah, but we're safe anyway," the Doctor shrugged.

"How are we safe?"

"We're NOT," Mac shot him a look for his latest lie before she looked back at Donna, taking a breath so as not to be angry with her for the Doctor's repetitive lies. She understood, or she tried to, that that was his way of protecting his companions from the danger as humans, at times, froze in their fear and that would not be good. But she was of a different thought, that the humans deserved to know exactly what they were facing and whether they wanted to face it or if they wanted to stay safely in the TARDIS. Knowing humans and all their bravado, they'd likely still try to face it, but at least they'd know about it, Donna deserved to know she wasn't safe to go wandering through the shadows, "He was lying to you. We're in as much danger as them, MORE so because we don't have suits."

The Doctor winced at the glare _Donna_ sent him this time, "Professor, anything I can do with the suit?"

"What good are the damn suits?" Lux huffed, "Miss Evangelista was wearing her suit, there was nothing left."

"Yes, but she had enough time to scream," Mac reminded him bluntly, "Which meant it wasn't as instant as it normally is, so the Vashta Nerada had to work for her a little more."

"We can increase the mesh-density, dial it up 400%," River suggested, "Make it a tougher meal."

"Ok," the Doctor turned and soniced Proper Dave's suit, "_800_%! Pass it on," he turned to hand River his sonic…only to see that she was already holding one up to him, a bit thicker, with some wires sticking out of it, and with a red tip, but a sonic.

"Gotcha!" she winked.

"What's that?" he blinked at it.

"It's a screwdriver."

"It's sonic."

"Yeah, I know. Snap!" she grinned and turned to go seal the others suits, Mac watching as she ensured everyone else was taken care of before she did herself. The Doctor, though, was watching her more with suspicion than anything, sonics were…not common. He'd honestly been shocked to find Mrs. Foster had a sonic pen, THAT was how rare they were.

He shook his head, "With me," he reached out and grabbed Donna's hand, "Come on!"

Mac sighed, watching them run off to the shop, knowing he was going to teleport Donna out of there and remaining where she was. If she went after them, there was a chance that the Doctor would try and teleport HER out too and she was not about to let that happen. There was…one more reason now, not to let the Doctor die, no matter how much she tried to tell herself she wouldn't care if he did. The TARDIS was bound to her pilots, if one died, the TARDIS died as well. The only way to be named a pilot though, was ON Gallifrey. She could help pilot all she wanted, but she couldn't be classified as a pilot without being no Gallifrey, something about the defaults in the controls that no one was willing to mess with, not even the Doctor. If the Doctor died, the TARDIS would start to go as well, not only that, but, in an effort to last longer, a TARDIS would latch onto the nearest Time Lord, HER. It would continue on, as sick and struggling as it had been during the Year-That-Never-Was when the Paradox Machine had been latched inside it. And she didn't want that. The only way to become the new pilot of a dying TARDIS was to return to Gallifrey and reset the controls, which couldn't happen now either.

She'd rather the TARDIS be alive and not struggling, than to see the Doctor die. It's energy would slowly deplete as well, she might manage one trip somewhere, maybe even a second trip, but after that…she'd be stranded. And…she just didn't want the TARDIS to suffer. That was it.

Mac glanced over at Proper Dave, frowning as she saw the two shadows slowly moving closer to each other, merging into one and knew that the man's time was up…and that River was standing FAR too close to him, "River, get back!" she reached out and grabbed River's arm, pulling her back, away from Proper Dave.

The woman looked down and spotted the single shadow, "Doctor!"

The Doctor came running back in, without Donna, and looked at them, only for them to point to the ground where the second shadow was missing, "Where did it go?"

Proper Dave looked down, "It's just gone. I...I…look round, one shadow. See?"

"Does that mean we can leave?" River glanced at Mac and the Doctor, "I don't want to hang around here."

"I don't know why we're still here," Lux rolled his eyes, "We can leave him, can't we? I mean, no offence..."

"Shut up, Mr. Lux," both River and Mac snapped at him.

"Did you feel anything?" the Doctor stepped closer to Proper Dave, "Like an energy transfer? Anything at all?"

"No," Proper Dave shook his head, "Bo, but, look, it's, it's gone!" he started to turn around, wanting to show them…only for the Doctor to notice, his shadow was moving with him, ignoring the lights shining on it and the directions it should have gone.

"Stop there!" the Doctor leapt back, "Stop, stop, stop there, stop moving! They're never just gone. And they never give up," he glanced at Mac, to see her nod solemnly at him, both of them knowing what it meant. He turned back to Proper Dave and got closer, leaning in to examine his shadow closer with the sonic, "Well, this one's benign…"

River glanced at Mac to see her roll her eyes exaggeratedly at the next lie.

"Hey, who turned out the lights?" Proper Dave stiffened.

"No one," the Doctor glanced up at him, "They're fine."

"No, seriously, turn them back on!"

"They _are_ on," River told him.

"I can't see a ruddy thing."

"Dave…" Mac stepped closer to the Doctor, "Could you turn round please?"

Proper Dave slowly turned, all of them freezing when they saw his visor was completely blackened, like the darkness and shadows were already inside, "What's going on? Why can't I see? Is the power gone, are we safe here?"

"Dave…" the Doctor began, "I want you stay still, absolutely still…" but then Dave twitched, jerking into a rigid position, "Dave, Dave? Dave, can you hear me, are you all right? Talk to me, Dave."

Mac reached out and put a hand on the Doctor's shoulder, telling him to stop talking as the man slowly stood and backed away.

"I'm fine," Dave breathed, "I'm ok, I'm... I'm fine."

"I want you to stay still, absolutely still."

"I'm fine, I'm ok, I'm…I'm fine," Mac glanced back at River as Dave started to repeat himself to see the woman close her eyes in sorrow, clearly knowing what that meant, "I can't...why can't I? I...I can't…why can't I? I...I can't...why can't I? I..."

"He's gone," River whispered, spotting the lights on Proper Dave's neural relay blinking, a small green light on the side of his helmet, "He's ghosting."

"Then why is he still standing?" Lux eyed the suit.

"Hey!" Proper Dave suddenly cried, "Who turned out the lights? Hey! Who turned out the lights?"

"Are you an idiot!?" Mac shouted as the Doctor took a few steps closer to Dave, the same time that River called out, "Doctor, don't!"

"Dave," he began cautiously, "Can you hear me?"

"Hey! Who turned out the lights?"

Dave suddenly reached out and grabbed the Doctor by the neck, choking him. Mac ran over and turned her penlight on, flashing it at the visor, revealing the skeleton within.

"Who turned out the lights? Hey! Who turned out the lights?"

"Watch out!" River rushed up and flashed her sonic at the suit, causing it to spark and jerk back, releasing the Doctor.

"Back from it, get back, right back!" the Doctor pulled River and Mac back.

"I'M not the one you need to tell that to Doctor!" Mac huffed, "Practice what you preach!"

"Doesn't move very fast does it?" River whispered to them, cutting in as they slowly backed away, the suit moving towards them jerkily.

"It's a swarm in a suit," the Doctor said, as though it should be obvious, "But it's learning."

"And when the suit hinders it…" Mac muttered, shining her light down on the floor where quite a few shadows were starting to reach out from the feet of the suit, like fingers stretching for them.

"What do we do?" Lux looked around, frantic, "Where do we go?"

"See that wall behind you?" River glanced at it, "Duck!" she pulled out a sonic blaster and fired it at the wall just as Lux ducked to the side, creating a square hole in it.

"Squareness gun!" the Doctor cheered.

"Where did you get that?" Mac frowned at it, recalling reports from the World Wars about square holes being found in Albion Hospital, already knowing what caused it, "Why do you have a gun!?" for some reason…that just sat wrong with her, that River had a gun.

"Spoilers," River winked at her, "Everybody out," she continued to order, urging them through the hole, "Go, go, go! Move it, move, move! Move it, move, move!" she hopped in after them, only to see they were in a rather shadowy aisle between two large book shelves, "You said not every shadow."

"But any shadow!" the Doctor reminded.

"Torches!" Mac held hers out, the Doctor pulling the sonic to light it, all of them grateful they'd managed to grab the actual torches before they ran off.

"Hey!" Proper Dave called, reaching the hole, "Who turned out the lights?"

"Run!" River grabbed Mac's hand and ran down the hall with her, the Doctor and the crew following, their torches blazing with light as they ran, hoping that the fire and smoke would protect them till they could find somewhere safe enough to hide.

~8~

The place they had ended up in was NOT, according to Mac, a good place to hide, it was almost worse than the halls. It was a rather dimly lit smaller library room, shelves that were normal height, stone walls, carpet, but with darkness everywhere except for the old, overhanging lamps. The Doctor was trying his best to rig them to be brighter, standing on a waste bin, sonicing it, as the crew panted behind them, though he, Mac, and River seemed hardly out of breath at all.

"Trying to boost the power," he muttered, "Light doesn't stop them, but it slows them down."

"So, what's the plan?" River joined them, seeing Mac tearing out more pages of books to tie to the torches, they had lasted up to that point but they burned very quickly being simple paper, "Do we have a plan?" she glanced up at the Doctor, seeing him struggling and pulled her sonic out, making the lamp brighter.

"The day the Doctor has a plan is the day nobody dies," Mac muttered.

River glanced at her, hearing a bitterness in her voice and seeming to know what she was talking about, "Your screwdriver..." the Doctor's voice pulled her gaze back to him though, "Looks exactly like mine."

"Yeah," she shrugged, not saying if it was his or not, or something that looked like it, "You gave it to me."

"I don't give my screwdriver to anyone."

"I'm not anyone," she countered, still not saying if it really was his or just a gift to her.

"Who _are_ you?"

"What's the plan?" she reminded him.

"What's passing for a plan so far," Mac stood, tying the last of the torches, "Is that he teleported Donna to the TARDIS."

"If we don't get back there in under five hours, emergency program one will activate…" the Doctor began.

"Take her home, yeah," River nodded, startling both of them that she knew what that program was, "We need to get a shift on!" she called to her crew.

The Doctor glanced at her sonic as she moved to light another lamp, and then down at his own, "She's not there," he breathed, turning to Mac, "I should've received a signal, the console signals me if there's a teleport breach…"

"You didn't wait to see if you'd gotten the return signal back!?" Mac stared at him, how irresponsible was he?!

"Well, maybe the coordinates have slipped?" River offered, seeing Mac getting more than a bit angry at that, "The equipment here's ancient."

The Doctor looked around and spotted a Node standing a few feet away, running to it, "Donna Noble," he called, "There's a Donna Noble somewhere in this Library. Do you have the software to locate her position?"

The Node was silent for a long while, before it slowly turned…to reveal the face staring back at them…was Donna's own.

"Donna Noble has left the Library," the Node stated, Donna's face emotionless, "Donna Noble has been saved.

"Donna!" the Doctor stared at it, absolutely horrified.

"Donna Noble has left the Library. Donna Noble has been saved."

"How can it be Donna?" River shook her head, "How's that possible?"

"Donna Noble has left the Library. Donna Noble has been saved."

"Oh, Donna," the Doctor breathed.

"I told you," Mac swallowed, staring at the Node with a hard expression, "You'll get her killed!"

"Donna Noble has left the Library," the Node continued to repeat.

"Hey!" they froze, hearing Proper Dave behind them, "Who turned out the lights?"

"Doctor!" River grabbed his arm, looking over her shoulder at Dave, standing there at the end of the aisle, what was left of her crew running towards her to escape him.

"Donna Noble has been saved."

"Hey! Who turned out the lights?"

"Donna Noble has left the Library."

"Doctor, we've got to go, now!" River tried to shake him.

"Let me," Mac moved in front of him and slapped him hard across the face to snap him out of it and force him to look away from the Node, "Move it Doctor!" she nearly snarled at him, shoving him back to the wall where the crew was gathered.

And there they stood as the Node repeated, "Donna Noble has been saved," just as Proper Dave too shaky steps towards them saying, "Hey! Who turned out the lights?" over and over.

"Doctor, what are we gonna do?" River breathed, staring in horror at the shadows coming towards them from Donna's side as well, "Mac…any ideas?"

Mac and the Doctor looked around frantically, trying to ignore the "Hey! Who turned out the lights?" and "Donna Noble has left the Library. Donna Noble has been saved," echoing through the room as they tried desperately to find an escape…but saw none in sight…

To be continued...

A/N: River! Woo! I really like her more after writing her into OC series than I did first watching her in the show lol :) I'm very excited for who she'll be to the Time Lords in this series. I can say I'm planning it to give her a different relationship with all my OC Time Ladies so we'll see about...8 different relationships for her so far ;) I tried to cut back Mac's little remarks and digs to things under her breath not meant to be heard and looks, mostly because she's trying not to get too into it with the Doctor for Donna's sake, but it's hard and I think she slips up from time to time before she can catch herself :( But...we'll find out exactly what the Doctor did to Mac in the next chapter ;)

And I want to thank you guys so much for your welcome backs :) I was very touched and I'm SO glad to be back and posting this story again ^.-^

I apologize for not being back on tumblr yesterday, I had work to make up for for my class last night that took longer than I thought it would and I didn't get back till late :( But I should be on at some point today with a new episode cover to post too ;)

Some notes on reviews...

I don't really think it's in 10's personality to tell someone like Mac to just shut up :( He wants to be forgiven for what he's done and she's the only one who can give that, if she doesn't want to or feels he doesn't deserve it that's her right to deny him that :( I think the post-war Doctor has a very big guilt complex too, like he knows what he did was truly terrible and he truly feels he deserves everything Mac is dishing out because he DID hurt her and he knows it :( But we'll see her lighten up a little in a few days :)

Thank you so much for your faith in me :') I can say I'll be doing my best not to let you down. It'll be hard to deal with Mac for just a few more days and then we'll see her realizing some hard truths about the way she's acting :) ...and just imagine how she'll be when they learn the truth about Gallifrey ;)

That is so sweet! Thank you for the dedication :') I'm very touched that my stories were able to inspire you and I wish you the best of luck with your story! :) And thank you so much, I'm very glad to be home too :)

I'm definitely going to continue this right through to the current series of DW and beyond (when they air). SO we'll get the 10-specials and the Day of the Doctor too ;)

I'd be happy to answer your question :)

Fanfiction was actually the one thing that de-stressed me the most, well writing it :) I think it had a little to do with my parents not understanding that was how I tried to de-stress from things, by writing, so they kept trying to get me out of the house and go with them for hours on end and all it did was make me more stressed because I never got that 'cool down' period :( But we had a very long talk about it and they've realized that giving me time when I want to write means that I 'leave my room' and get out of the house once I've finished and that their constant interruptions really only made it worse. So I'm glad I'll be able to write more uninterrupted now :) I'm glad I was able to inspire you, and if you ever feel too stressed, feel free to PM me and rant if you want someone to listen ;) I do like HP yup, but probably won't do a Harry/OC, mostly because the pairings I'm a fan of are all characters that exist in the books. But one particular pairing (Harry/Daphne Greengrass...no idea where it came from other than the Gryffindor/Slytherin thing) is sort of like an OC since we know nearly nothing about her, so I might, one day, try that :) And no worries at all, I love any length review :) I've heard of the Musketeers and from what I've seen of previews it looks amazing, I just have to find time to watch it and I'll be golden lol :) That's the sort of show I feel like I'd want to add an OC to, but I'd have to watch it fully first :)


	6. Forest of the Dead

Forest of the Dead

"Hey!" Proper Dave was shouting, "Who turned out the lights? Hey! Who turned out the lights?"

Mac looked around and shoved the torches she was holding into the Doctor's arms before she ran across the small space to the bookshelf across from them, grabbing a thick tome and turning, chucking it at Proper Dave and sending him stumbling back and to the ground. Oh she knew she was never going to hear the end of this from the Doctor. She'd made the remark that the books, as far as physical weapons went, were only good if the attacker had a physical body…well…it sort of did now.

"River," she turned to her now that they had a tiny bit more time, "The wall!" she pointed behind them, gesturing to her squareness gun.

River leapt into action, spinning around as they ducked and blasting a square hole into the wall, "This way," River urged them on, "Quickly, move!"

"Hey!" Proper Dave started to push himself up, "Who turned out the lights?"

But they leapt through the hole and into the next room, River setting the wall back behind them as they ran across it to another wall, River using her gun on that as well to get them even further away, "Ok," she called as they entered the last room, her sealing the hole behind them, "We've got a clear spot. In, in, in! Right in the center," she pushed them on, to where there was a ring of light in the middle of the floor, much like in the first room, but a bit dimmer, a bit smaller, "In the middle of the light, quickly! Don't let your shadows cross. Doctor..."

"I'm doing it," he ran to the shadows with his sonic out, scanning to see if there were any Vashta Nerada in the space.

"There's no lights here," River looked around, "Mac?"

"Here," she tossed them a torch, one of her and River, Anita and Lux.

"Thanks," River smiled at her, "Still the resourceful one," she had to be thankful for that, without Mac's little creations she knew quite a few people would have died in the future. She glanced up, taking stock of their other light source, "Sunset's coming, we can't stay long."

"Here," Mac moved to a few books that were within the light, "Grab a few books and move them to the edges of the circle," River rushed to do just that, trying to create as much of a ring as they could without using ALL the books they could reach.

"Now what?" River glanced at her.

Mac pulled out a lighter from her pocket and knelt down, cracking a book open at the middle and lighting it on fire, "I hate to do it," she murmured, always a fan of reading, "But we need more light and smoke," she turned to toss River her lighter to get the rest of the books going but River was already on it…with a lighter of her own.

Mac frowned, it wasn't HER lighter, she knew, not that she really had a specific lighter. It was a cheap, generic one that could be bought in a corner drug store. But the fact that River had brought one, it WAS a little odd, actually more odd to her than her having a sonic, "You've got a lighter too?"

"And a penlight," River glanced at her, "An army knife, and a few other things," she smiled, "I learned a great lesson from someone very wise, to always be prepared. Sometimes it's the smaller things that can save lives."

Mac blinked and started to smile at that, guessing SHE was the one River had learned that one from. She glanced over to the Doctor, seeing him only half paying attention to scanning as he obviously was trying to eavesdrop on their conversation and learn more about this River woman and her future with them, "Did you find one yet?" she asked, making him jump.

"Maybe," he winced, "It's getting harder to tell," he started to bang the sonic on his hand as it's whirring made a few odd noises and stopped, "What's wrong with you?"

"Did you break the sonic again?" Mac gave him a look.

"I don't break it that much," he muttered.

"I've got a desk drawer full of 'ancient' sonics that you lost or broke or left," she told him, "I've had to confiscate half of them from museums!"

"Well…they…only some of them were broken then," he argued, as though it proved his point.

"We're gonna need a chicken leg," River called out, seeing Mac open her mouth to continue arguing with him, probably about protecting the advancement of the humans or something like it, she was always very particular about that, that they not get ahead of themselves, "Who's got a chicken leg?" Other Dave handed her one from his own pack, "Thanks, Dave," she winced a little at that, thinking about how they really only had to call him Dave now that Proper Dave was dead. She shook her head out of those thoughts and turned to the shadows near the Doctor, tossing the leg into it…watching as it was nothing more than bone by the time it hit the floor, "Ok," she sighed, "Ok, we've got a hot one. Watch your feet."

"They won't attack until there's enough of them," the Doctor warned, "But they've got our scent now, they're coming."

"The smoke should mask us for a time," Mac added, "But not for long," she glanced at the books, that was the bad thing about paper, it always burned so quickly, the books were already halfway gone and she could only hope their covers might take a little longer, if they even caught.

"Who are they?" Dave asked River as she moved over to a desk and started to dig through her pack, not seeing the Doctor and Mac glance over, able to hear him, "You haven't even told us. You just expect us to trust them."

"They're the Doctor and Mac," River shrugged.

"And who are the Doctor and Mac?" Lux mocked her.

River smirked, "The only story you'll ever tell…if you survive them."

Mac frowned at that, NOT liking being compared to the Doctor or on the same level as him when it came to people 'surviving.' She'd done a good job so far in protecting Donna, if she didn't count the absolute loss of her senses in allowing the Doctor to teleport the girl himself instead of doing it personally and ensuring it actually worked. Now Donna was somehow a Node in the Library which, she had to hope, meant that she was safe somewhere.

"You say they're your friends," Anita began.

"Much more than my friends," River murmured.

"But they don't even know who you are."

"Listen," River turned to them, "All you need to know is this...I'd trust those two to the end of the universe. And actually, we've been."

"They don't act like they trust you," Anita pointed out.

"Yeah," River sighed, glancing at them in a sorrow that confused her crew, "There's a tiny problem. They haven't met me yet," she just…had to remember that, she had to keep remembering that, it wasn't their fault they were treating her like this. She'd seen them treat others with future knowledge more distantly than they were her and…she understood, she had to, otherwise it would hurt even more. She glanced at her crew ones more before heading across the small circle, to the Doctor as he fiddled with his sonic, "What's wrong with it?"

"There's a signal coming from somewhere, interfering with it," he mumbled.

"Then use the red settings."

"It doesn't have a red setting."

"Well, use the dampers."

"It doesn't have dampers."

"It will do one day," River smiled, holding up her sonic.

The Doctor eyed it intently, "So some time in the future, I just give you my screwdriver."

River laughed, "Yeah…but I never said it was your screwdriver."

The Doctor's gaze shifted to Mac, wondering if maybe it was HER screwdriver? Or maybe it was a gift sonic? Or maybe it really was his and she was lying? She seemed to have recovered from letting things slip that she didn't intend to let slip, now that she seemed to accept that they were from too far in the past to have met her, she seemed more careful. And she HAD said that she was always lying…

"Why would I do that?" he frowned at her.

"Never said it was you either," River winked, making him glance at Mac again as she continued working on trying to get more paper on the torches so they'd last longer, "But I can assure you I didn't pluck it from your or Mackenzie's cold dead hands, if that's what you're worried about."

"And I know that because..." he turned back to her, interesting her to see he'd done it when she'd mentioned Mac's 'cold dead hands' instead of his own.

"Listen to me," River sighed, "You've lost your friend, you're angry, I understand. I'm guessing that's why Mackenzie's so angry?" she guessed, "It's too early for her, she's too fresh from the war?" the Doctor's brows knit together on how she knew that, but she kept speaking before he could ask her that, "But you need to be less emotional, Doctor. Right now..."

"Less em... I'm not emotional!" he cried.

"Yes you are," Mac countered, "You need to focus."

"Foc…" he narrowed his eyes at her, "YOU'RE one to talk! Pot meet kettle!"

"Oi!" her own eyes narrowed in return, "_I_ can focus when I'm angry, I focus better. YOU'RE the one that makes mistakes when you get even a little bit cross."

"Look!" River cut in again, actually, physically, moving between them with her arms out to stop them from having a go at each other, "There are six people in this room still alive, focus on that," she glanced between them, "Dear God, you two are hard work young!"

"Young?" Mac scoffed at that, "I'm older than him!" she pointed at the Doctor at the same time as he huffed out, "Who are you?!"

"Oh, for heaven's sake!" Lux snapped, "Look at the pair of you! We're all gonna die right here, and you're just squabbling like…an old married couple."

"Oh god," River rubbed her forehead, "FARTHEST thing from a married couple him and me…that's just…wrong," she grimaced and shuddered, "Wrong on so many levels, starting with the prime level being Mackenzie's his…" she cut herself off.

"What?" the Doctor frowned.

"Nothing," River tensed, hating herself for letting that slip, she always did that though, like the Doctor made mistakes when he was angry, when she got flustered she made mistakes and let things slip she didn't mean to.

"I'm his what?" Mac asked, dread filling her at what River might say.

"Spoilers," River offered them a tense smile.

"River…"

"I'm sorry," River shook her head, "But I _can't_ say, it's your personal future at stake and I…I can't risk that changing," she swallowed, seeing their distrust in her building for how she wouldn't tell them, "Look…one day I'm going to be someone that you both trust completely, but I can't wait for you to find that out, I really can't. So I'm going to prove it to you. And I'm sorry," she looked between them, "I'm really very sorry."

And with that, she walked over to Mac, whispering something in her ear that made her eyes go wide and her mouth actually fall open in shock. The Doctor frowned, about to ask what River had said to her, only for the woman to walk over to him, and whisper something in his ear as well, earning a shocked look from him too.

"Are we good?" she glanced between them, "Mackenzie? Doctor? Are we good?"

The Doctor just looked at Mac and knew…River had to be someone they trusted, with everything, with even details of their past if she'd been able to tell them that. Mac gave a small nod and turned back to finish the torches, needing something to distract herself as he turned to River, "Yeah...yeah, we're good."

"Good," she swallowed, giving him a nod.

The Doctor watched her walk back to her crew, trying to work out how it was possible for her to know that about them, unless they had told her. No one would know, no one should know. He shook his head hard, seeing Mac toss a torch to the side as she finished and snapped back to reality, to the gravity of the situation, "Know what's interesting about my screwdriver?" he began to ramble, needing to talk, needing to feel less shaken, "Very hard to interfere with, practically nothing's strong enough..."

"Hairdryers," Mac muttered, still shaken enough where she wasn't exactly speaking in full sentences.

"Well, some hairdryers," he admitted, "But I'm working on that. So there is a very strong signal coming from somewhere, and it wasn't there before, so what's new, what's changed?" he looked around the room, to the crew as well, "Come on! What's new? What's different?"

"I dunno, nothing?" Dave shrugged, "It's getting dark."

"It's a screwdriver, it works in the dark," the Doctor gave him a look before turning to Mac, "Mackenzie?" he called, "Could use your eye for detail…"

Mac sighed and turned away from her project, looking around for any differences that might affect the sonic, Dave was right though, the only difference was really that the room was getting darker, which was only noticeable because the fires around the edges were starting to grow smaller. She looked up at the last source of light should the fires burn out and frowned, spotting the moon in the sky, but…it wasn't an actual real moon, she could tell that much, "That moon's mechanical," she muttered, glancing at Lux, "What is it?"

"It's just a doctor moon," the man shrugged.

"And that is?" Mac gave him a look.

Lux rolled his eyes at that, "A virus checker. It supports and maintains the main computer at the core of the planet."

The Doctor nodded and flashed his sonic up at it, getting a reading, "Well, still active, it's signaling, look. Someone somewhere in this Library is alive and communicating with the moon, or, possibly alive and drying their hair."

Mac closed her eyes and rubbed her forehead as she shook her head, "Doctor…stop using your mouth and start using your brain."

He winced, "Right, no, the signal's definitely coming from the moon. I'm blocking it, but it's trying to break through..."

"Doctor!" River gasped and he looked up, all of them turning to follow her gaze to see a rather faint, almost holographic image of Donna appear before them.

"Donna!" Mac blinked and the image was gone.

"That was your friend!" River turned to the Time Lords, "Can you get her back? What was that?"

"Hold on, hold on, hold on," the Doctor raced to the place where Donna had appeared, sonicing around, "I'm trying to find the wavelength. Ah," he frowned, basing the sonic on his hand again, "I'm being blocked."

"Professor?" Anita called quietly, her voice shaking.

"Just a moment," River waved back to her, watching the Doctor intently.

"It's important. I have two shadows..."

River closed her eyes for a moment, Mac looking over at her and seeing the same expression that was often on the Doctor's face flash across hers. It was that expression he'd get when he realized that the danger he'd been trying to protect someone from had just gotten to them. It was the same expression he'd been wearing when he'd realized Donna wasn't in the TARDIS and seen the Node. River was realizing that her efforts to keep her crew safe, to get them out of there alive, were failing and that Anita was likely about to die, just like Proper Dave had.

"Ok," River swallowed, opening her eyes and putting on a brave front for her crew, "Helmets on, everyone. Anita, I'll get yours."

"It didn't do Proper Dave any good," Anita murmured.

"Just keep it together, ok?" River tried to encourage her.

Anita scoffed though, tears in her eyes, "Keeping it together, I'm only crying. I'm about to die, it's not an overreaction."

River offered her an apologetic smile as she put her helmet over Anita's head.

"Hang on," the Doctor moved over, flashing the sonic to darken the visor, making it appear nearly entirely black.

"Oh, God," River nearly leapt back at the sight, "They've got inside!"

"No, no, no," the Doctor reassured her, "I just tinted her visor."

"Why?" Mac shook her head, "You think they'll believe they're already inside and go away?"

That was NEVER going to work!

"D'you think they can be fooled like that?" River tried to remain hopeful though.

"Maybe," the Doctor sighed, "I don't know. It's a swarm, it's not like we chat."

"Can you still see in there?" Dave walked over, trying to see any sign of Anita in the visor.

Mac glanced at the Doctor and shook her head, resolving to keep an eye on the woman's shadow. Well, they'd have to now that they wouldn't be able to see if she'd turned into a skeleton unless the Doctor un-soniced the visor. She sometimes wondered if he just liked making things more difficult for all of them in his efforts to 'help.'

"Just about," Anita answered, about to take a step to see if she could walk like that.

"Just…just…just...stay back," the Doctor held up his hands to stop her a moment, "Professor, a quick word, please. Mac, if you would?" he nodded to the side of the room.

River glanced at Mac, frowning to see she seemed reluctant to go after him, which was…not the Mackenzie she remembered from her last trip with them. It really was…disturbing to see them like this, to see Mac, of all people, so bitter and angry with him. But she had to remember, again, that this was them too early, this was them before…everything changed. She sighed, following Mac over to the Doctor as he crouched on the ground.

"What?" River asked quietly.

"Down here," he motioned for them to crouch as well.

"What is it?"

"Like you said, there are six people still alive in this room," the Doctor began, his gaze across the room, making Mac frown and look over.

"Yeah, so?"

Mac closed her eyes, "There are seven now."

River looked back over her shoulder, her eyes widening as she saw a spacesuit standing there in the doorway, looking all the more ominous and threatening with the lingering flames of the books and the smoke filling the air and its skeleton face visible in the dark visor.

"Hey! Who turned out the lights?" Proper Dave called out, making them all jump back from him.

"Run!" the Doctor cried, reaching out to grab Mac's hand and pull her on, but she'd turned instead, to grab the torches, and follow after them as they ran from the room, the skeleton in the suit actually able to run, a bit stiffly, and give chase.

"Hey! Who turned out the lights? Hey! Who turned out the lights? Hey! Who turned out the lights?"

They burst through a door, into a sort of walkway that connected two buildings, the setting sun visible at the edge of the sky, the last remnants of light about to fade within the hour, sealing all their fates. Mac paused to glance out at it, swearing for a second that she could see a flash of red, maybe even a person standing there across the way, watching them, but shook her head, no, that was impossible, there was no one left alive on this planet. She turned around when she heard someone stop running to see, of course, it was the Doctor.

"Mackenzie, you and River go ahead, find a safe spot," he ordered.

Which only served to make River stop running as well, her crew slowing and stopping for her, "It's a carnivorous swarm in a suit, you can't reason with it!"

"Five minutes," he begged.

"Are you completely out of your mind!?" Mac shot him a look, "YOU said yourself that you ought to RUN from Vashta Nerada! That should be your specialty!'

The Doctor swallowed hard, "I have to try and talk to them."

"Talking gets you nowhere," she gave him a hard look, "It just wastes time."

"Well I have to TRY," he argued, not about to give this up. And…if worse came to worse…he could at least distract the suit long enough for them to get away, for them to find somewhere safe. He had every faith that Mac would find some way to get them back to the TARDIS, that she'd find a way to save them all like he couldn't. He would gladly sacrifice himself if it would mean they'd be ok…if she'd be ok.

"Other Dave," River let out a breath, knowing there would be no reasoning with him. This…this wasn't her Doctor, the Doctor she knew, this wasn't the Doctor that was as swayed by Mac and her requests as a leaf was in the wind, and with Mac the way she was now…she doubted the woman would want to really convince him to run, and that scared her, "Stay with him, pull him out when he's too stupid to live. Two minutes, Doctor."

"Come on," Mac turned, handing River, Anita, and Lux a torch for safety, "Let's go."

The Doctor watched sadly as Mac ran off without a backwards glance and turned to face the suit running around the corner for him, Other Dave oddly silent behind him.

~8~

Mac was hard at work setting up more books to burn to give them some sort of protection while River examined the shadows with her sonic, flashing it around every which way, thankful that, so far, there didn't appear to be any Vashta Nerada there.

River looked at Mac, the woman kneeling on the ground, her glasses on her nose, pulling her lighter out, and sighed, "You know...it's funny, I keep wishing you and the Doctor were here," she called to the woman, knowing she'd understand which version of the Doctor and her she meant.

But her crew looked up, hearing her as well, confused by her words as Mac WAS right there, "The Doctor's coming back, right?" Anita worried.

"If his dumb luck holds out," Mac muttered bitterly.

Sometimes…it was hard…to sympathize for the Doctor, to worry about him in situations like this when he purposefully put himself in that danger, KNOWING what was coming, knowing he could have run. When he did it to himself, when he chose to not stay with the group, how could she feel bad or worried for him? He was choosing to do it, if he knew the consequences, she couldn't feel bad for him if he got hurt or killed, he knew what he was getting into.

River, though, nodded, KNOWING he'd be back, because…these events, they'd already happened. The Doctor and Mac from her future had survived it, obviously, or they wouldn't have been there to have the adventures they'd had with her, so…in a way, she knew he'd be alright in the end, "You know when you see a photograph of someone you know," she tried to explain it to her crew, more so than Mac, knowing the woman was all too aware, "But it's from years before you knew them? It's like they're not quite...finished, they're not done yet. Well...yes, the Doctor and Mackenzie are here," she nodded over to the woman, "They came when I called, just like they always do, like they've always done. But…they're not MY Doctor and Mackenzie," she smiled a bit, thinking of them, "Now THEM? Oh, I've seen whole armies turn and run away. And the Doctor…he'd just swagger off back to his TARDIS and open the doors with a snap of his fingers and smile at Mackenzie when he saw her inside. The Time Lords...in the TARDIS...next stop: everywhere."

"Spoilers!" the Doctor shouted, running into the room just as Mac opened her mouth to ask just how long she was expected to travel with the Doctor for and hoping it wasn't long, "Nobody can open a TARDIS by snapping their fingers. It doesn't work like that."

"It does," Mac shot him a look over her shoulder, "And you'd know that if you actually bothered to read the manual."

"It does for the Doctor," River cut in, trying to keep the Doctor from huffing on about how the manual was wrong and how he disagreed with it and how he'd thrown it in a supernova and so on…that man could write a book about how to pilot the TARDIS and it would only be useful in the context of what NOT to do when piloting a TARDIS.

"I am the Doctor," the Doctor quipped.

"Yeah. Some day."

Mac shook her head at them and got up, having lit the book, gesturing for River to do the rest as she moved over to Anita, the girl trying to stand as still as possible in the side of the small ring, "Are you ok?"

"Where's Other Dave?" River frowned, when the other man didn't rejoin them.

"Three guesses," Mac muttered, "I bet I can do it in one," she gave the Doctor an accusing look.

The Doctor winced, knowing it was likely something about how he'd gotten the man killed, "Not coming, sorry."

It hurt to realize that Mac would be right in that. Even though River had ordered the man to stay with him…he should have insisted he go with them, that he face Proper Dave alone. He couldn't tell exactly when Other Dave had been infected, but…there was a chance that he'd have survived if he'd gone with the group. And…what's worse…he hadn't even noticed. He'd been too preoccupied with Proper Dave to even glance back at Other Dave till he'd already been lost. If he'd just looked back, if he'd just listened to the man and how he'd been repeating himself, maybe he could have tried to save him like with Anita…the woman still had two shadows at least.

"Well, if they've taken him," Anita called, "Why haven't they gotten me yet?"

"I don't know," the Doctor carefully moved over to Mac's side, making sure to keep distance between them as they looked at Anita, "Maybe tinting your visor's making a difference?"

Mac scoffed under her breath at that, the only difference it was making was making it harder for them to see when the Vashta Nerada finally got her. They were shadows, they could easily continue to maintain the illusion that there were two of them on the ground. But skeletons were harder to hide.

"It's making a difference alright," Anita sniffled, "No one's ever going to see my face again."

"Can I get you anything?"

"An old age would be nice. Anything you can do?"

"I'm all over it."

"Surviving and living," Mac mumbled, cutting herself off from adding some sort of biting remark. Whatever these people knew of the Doctor from River, they didn't know everything and she didn't want this woman's last moments to be realizing the man she was trusting with her life had a habit of murdering people and getting them killed. She at least wanted the woman to have hope.

"When we first met you both," Anita began, "Neither of you trusted Professor Song. And then she whispered a word in your ears, and you did. My life so far...I could do with a word like that. What did she say?" the Time Lords glanced at each other knowing they couldn't tell her and, for one brief moment, Mac considered lying to her, coming up with some sort of word that might give her hope, but Anita continued on, "Give a dead girl a break. Your secrets are safe with me."

"Safe..." the Doctor blinked.

"What?"

"Safe," he looked at Mac, "You don't say saved, nobody says saved, you say _safe_."

Mac frowned a moment, "The data fragment said '4,022 people saved. No survivors,'" she murmured.

"What is it?" River called to them.

"Nobody says saved," the Doctor explained, "Nutters say saved, you say _safe_."

"Unless you're a computer," Mac realized, "In which case you would literally have SAVED something."

"Yes!" the Doctor cheered, rushing over to a terminal and typing away, trying to find evidence of what they'd both realized, "See, there it is," he grinned, pointing to a blip on the screen from the last day of data entry, "Right there! A hundred years ago, massive power surge, all the teleports going at once. Soon as the Vashta Nerada hit their hatching cycle, they attack. Someone hits the alarm, the computer tries to teleport everyone out!"

River gaped at that, stunned, "It tried to teleport 4,022 people?!"

"I think it may have managed to do it too," Mac nodded, hitting a button to show a sudden drop in the free space in the hard drive, "But it had nowhere to put them on world and didn't have the capability to send them off world…but it had to do something with the Vashta Nerada after everyone…so it just saved them to the hard drive."

"The Library," the Doctor nodded, "A whole world of books, and right at the core, the biggest hard drive in history. The index to everything ever written, backup copies of every single book. The computer saved 4,022 people the only way a computer can."

And, of course, right when they worked out that everyone was still alive…the alarms went off.

"What is it?!" Lux looked around, startled, "What's wrong?"

"Autodestruct enabled in 20 minutes," the computer system announced.

"What did you do!?" Mac looked at the Doctor accusingly.

"It wasn't me!" he shouted over the noise.

"Prepare for Maximum Erasure," the computer continued.

"What's maximum erasure?" River turned to the Time Lords, not entirely sure she wanted to know.

"20 minutes, this planet's gonna crack like an egg," the Doctor said solemnly.

"No!" Lux gasped, "No, it's alright, the doctor moon will stop it. It's programmed to protect CAL."

"Doctor!" Mac called, pointing to the screen of the terminal as it went blank.

"No, no, no, no, no, no, no!" the Doctor turned to it, trying to get the information back, trying to get in and stop the destruct. Now that they knew the people were alive, they couldn't just let them die in an explosion!

"All Library systems are permanently offline," the computer told him for his attempts, "Sorry for any inconvenience. Shortly..."

"We need to stop this," Lux determined, "We've got to save CAL!"

"Well first you'll have to tell us what CAL is!" Mac snapped at him, the Doctor wincing automatically at her tone, even though it wasn't directed at him, he'd been on the receiving end of her anger enough to know it was not a good place to be.

"We need to get to the main computer…"

"Just TELL us!"

"I can't," Lux said quietly, "I truly can't. I don't understand it myself entirely. But…I can show you."

"It's at the core of the planet," the Doctor informed them, all of them looking around for a way to get down there, a staircase or a lift or something...

"Well, then," River smirked, spotting something in the floor, "Let's go!" she whipped out her sonic and flashed it at a squiggle on the ground that looked like an eye, causing it to open up and a light to shine out of it along with a bit of wind, "Gravity platform!"

The Doctor laughed in joy at that, "I bet we like you."

"Oh you love me," River smiled back at them as they all leapt onto the platform, the light beneath them starting to descend a moment later.

~8~

"Autodestruct in 15 minutes," the systems announced just as the platform reached the ground of the Core.

"The Data Core!" the Doctor rushed off of it, looking around for the source of the Core, for the control terminal, "4,000 living minds, trapped inside it."

"Yeah, well they won't be living much longer," River muttered.

"We're running out of time," Mac agreed and they froze, hearing someone weeping behind them.

They slowly turned to see an information terminal set up against the wall, "Help me," being called out from it, a child's voice, a little girl's voice, "Please, help me."

"What's that?" Anita breathed.

"That's a child…" Mac murmured, staring at the screen.

The Doctor glanced at them before making his way to the terminal, "Computer's in sleep mode," he typed a few keys, but it was like the screen was froze, "I can't wake it up. I'm trying."

"Doctor," River hesitated, seeing a few rather alarming readings registering on the screen as he typed away, "These readings…"

"Yeah," Mac nodded, "Synonymous with brainwaves," she agreed, "It's dreaming."

"Computers can't dream though," Anita shook her head.

"But little girls can," Lux whispered behind them, "Of a normal life, and a lovely dad, and of every book ever written."

"Help me," the little girl's voice pleaded, "Please help me."

Lux looked at them all in sorrow, before he turned and pulled a lever, a door opening beside them to another room. They ran through and stopped short, seeing a Node, larger than the others, hooked up to wires, the little girl they'd seen before, her face sticking out of the top of it crying, "Please help me. Please help me."

"Oh, my God!" River and Mac gaped in horror.

"It's the little girl," Anita was able to make out, "The girl we saw in the computer."

"She's not in the computer," Lux told them, slowly making his way past them to stand beside the Node, "In a way, she _is_ the computer. The main command node. This is CAL."

"CAL is a child!" the Doctor looked at him, half in disgust, half in horror, "A child hooked up to a mainframe? Why didn't you tell me this? I needed to know this!"

"Because she's family!" Lux snapped, defensive, before taking a breath, "CAL...Charlotte Abigail Lux. My grandfather's youngest daughter. She was dying, so he built her a library, and put her living mind inside, with a moon to watch over her, and all of human history to pass the time, any era to live in, any book to read. She loved books more than anything. He gave her them all. He asked only that she be left in peace. A secret, not a freak show."

"You were just trying to protect your family," Mac whispered, looking at the man with just a hint more respect than before, she could understand that all too well.

"This is only half a life, of course," Lux added, glancing at CAL, "But it's forever."

The Doctor nodded slowly, working it out, "And then the shadows came."

"Shadows!" the Node gasped, "I have to...I have to save. Have to save..."

"And she did," Mac realized, "She saved them to the hard drive."

"Folded them into her dreams and kept them safe," the Doctor agreed.

"Then why didn't she tell us?" Anita had to ask.

"Because she's forgotten?"

"When you have too much data saved somewhere, you either have to delete it or compress it," Mac shrugged, "She compressed them, but doing it takes effort to maintain and focus. She felt protecting them was more important than speaking to us. And she's right."

"So what do we do?" River looked at the Time Lords.

"Autodestruct in ten minutes," the computer system reminded them.

The Doctor glanced at the terminal, then CAL, and then Mac…before he forced a grin onto his face, "Easy! We beam all the people out of the data core, the computer will reset and stop the countdown."

"CAL barely has enough memory space to compress them, let alone transfer them," Mac shook her head.

"Easy!" he repeated, "I'll hook myself up to the computer and she can borrow my memory space!"

"It'll kill you stone dead!" River shouted.

"Yeah," he looked at River, avoiding looking at Mac, not wanting to see the expression he guessed might be on her face, a pleased sort of one, "It's easy to criticize."

"You do this it'll burn out both your hearts!" Mac snapped, making the Doctor freeze, hearing something other than anger in her voice…fear.

He turned slowly and looked at her, "Well then I'll just regenerate."

"You won't be able to!" Mac countered, "It'll be too sudden."

"I'm right and this works!" he cut in, "River," he spun to her, "You and Luxy-boy, back up to the main Library. Prime any data cells you can find for maximum download," River nodded and ran off with Lux, "Mac…" he turned to her, holding up a hand, "Just shut up and go prepare CAL."

"Oh my god do I hate you!"

"I'm aware," he frowned at her, "I don't understand why you're trying to stop me!"

"What is THAT supposed to mean?" she demanded.

"Wouldn't you be happy that this'll kill me?" he countered, "Wouldn't you be so much happier if I were dea…"

He didn't even get to finish his sentence before Mac had slapped him, glaring at him with such anger in her eyes, with…tears…in her eyes that it actually startled him into silence. That was not the reaction he was expecting. He was honestly thinking she'd be doing a happy dance over his grave if he did this. Seeing her actually NOT wanting him to do this…it was confusing him.

Mixed signal city.

"Finish that sentence Doctor, and I will strangle you."

Yes, definitely mixed signals.

"I don't understand."

Neither did she, if she was being honest, she didn't at all. She was just…so angry at him, but…she didn't want him to die.

"I thought you'd want me gone," he whispered.

"I want my home back," she told him, her voice shaking, "I want to see my family again. I wanted a happy life, with love and children. I wanted to be safe," she shook her head, "And I never got any of that…because of YOU. I can't have my family back or my home or anything, because of what you did. I want them back. But…I don't want you dead," she told him, "There is only one thing I have left in my life Doctor…there's only one thing I want that I can still have."

His hearts stopped, could she possibly mean him? Did she want him?

"I just…I don't want to be the last," she said instead, and his hearts sank, "I don't want to be alone."

He nodded solemnly at that. He knew that she'd lost her home, he had his as well, her family, he had too, he'd wanted a happy life with love and children and only gotten children out of it. He'd wanted to be safe and stayed out of the war and it had ended in misery. He was suffering from the decisions he'd made too…but they were HIS decisions. His decisions had affected HER and SHE was suffering because of what HE had done.

He had spent so long thinking he was the Last Time Lord. He remembered what it felt like when the Master died…he didn't want her to feel that either. That was…the only comfort he could afford her, the only thing he could offer her. Even if it made up for NOTHING that he'd done to her…he'd taken so much from her already, he couldn't take this too.

"Then what do we do?" he shook his head at her.

"What about the Vashta Nerada?" Anita's voice called over, the two of them looking at her with a blink, having forgotten she was there entirely.

They glanced down and their hearts sunk though when they saw only one shadow on the ground.

"These are their forests," the Doctor swallowed, "I'm…we…" he glanced at Mac, "We'll find some way to seal Charlotte inside her little world, take everybody else away. The shadows can swarm to their hearts' content."

"So you think they're just gonna let us go?"

"Best offer they're gonna get."

"You're gonna make 'em an offer?"

"They'd better take it," the Doctor nodded, glancing at Anita again, "Cos right now, I'm finding it very hard to make any kind of offer at all. You know what...I really liked Anita."

"Me too," Mac agreed, "She was brave and strong…and you killed her."

The Doctor flashed his sonic at the suit, revealing the skeleton that was Anita, "But we'll let that pass. Just as long as you let them pass."

"How long have you known?" the Vashta Nerada hissed.

"We counted the shadows. You only have one now," he glanced at the relay on the suit, seeing the green light blinking on its last bit of power, "She's nearly gone. Be kind."

"These are our forests. We are not kind."

"Did you not hear us?" Mac snapped, "You get your forests back. Look around you, you're in a library, a place filled with wood and books. You want us to burn your forest? We'll do it, it's going to burn in 10 minutes if you don't let us stop them. But if you want us to stop the fires, you need to stop your swarm. We trade, your forest for the others."

"These are our forests!" the Vashta Nerada hissed, sending out tendrils of shadows at them, "They are our meat!"

"Don't play games with us!" the Doctor nearly growled, "You just killed someone we liked, that is not a safe place to stand. I'm the Doctor," he stated, thinking back to what Mac had said when they'd first gotten there, "And you're in the biggest library in the universe. Look me up."

The shadows stilled for only a moment, before retreating with a whispered, "You have one day."

They watched as the suit collapsed into nothing but bones, the shadows fleeing from it to spread the word, just as River ran back around the corner, "Anita!"

"I'm sorry," the Doctor offered, "She's been dead a while now," he turned back to the terminal, trying to search for something they could do, some way to reroute the power so that neither he nor Mac had to burn out their hearts, but…it was seeming like it might be their only option.

Mac watched him work, quiet, seeing the plans he was putting in, seeing the calculations as he tried to work out some way to divert the power and whatever memory might be left, but he was failing. She glanced at River, "You're supposed to be with Lux."

"He can manage without me," River looked at them sadly, "But…_you_ can't."

They had just turned to her when they were sprayed in the face with something that made their worlds go black.

River stood above them for a moment, a small bottle in her hand, "Jack's blaster wasn't the only thing I found in the TARDIS," she murmured, placing the small bottle back in her suit, thinking of an adventure the Doctor had told him about from New Earth with Rose, "Thank you Cassandra."

~8~

The Doctor slowly came around to the sound of the computer announcing, "Autodestruct in two minutes," to see River sitting in an odd chair, wires all around her as she worked away at them.

"Oh, no, no, no, no, come on, what are you doing?!" he demanded seeing the pattern of the wires, realizing she was completing the program he'd been trying to find a loophole out of, "That's my job!"

"Oh," she scoffed, not looking up, "And I'm not allowed to have a career, I suppose?" before she winced, "Ooh, that sounded a bit too wifey," she glanced at him, "I'm not, you know," she offered, knowing that there wasn't much time left, she had to be careful with her words but…he needed to know this. She'd seen it, the pain in his eyes when Mac directed her anger at him and she just…she had to give him this comfort because it killed her to see him like that, "I'M not your Chosen," she added quietly.

The Doctor glanced over to see Mac beside him, her one arm up, handcuffed around a pipe, to his wrist which was also handcuffed, her head resting against her arm, still a bit more knocked out than he was, which made sense, she was smaller and a bit thinner than him. He tried very hard not to take River's words too seriously though…she'd only said that SHE wasn't his Chosen, she hadn't said anything about Mac, for all he knew…maybe there was another Time Lady out there that was still alive who was, maybe there was another Time Lord out there for Mac, though it killed him to think that.

"Why am I handcuffed?" he looked back at River, "Why do you even have handcuffs?"

"Spoilers," she shrugged.

He gave her a look, she could tell him (or at least imply) he might possibly have a Chosen one day, but couldn't tell him why she had handcuffs? "This is not a joke, stop this now, this is gonna kill you! I'd have a chance, you don't have any."

"You wouldn't have a chance," River shook her head, tears in her eyes, "And neither do I. I'm timing it for the end of the countdown, there'll be a blip in the command flow. That way it should improve our chances of a clean download."

"River!" he struggled to get up again, starting to wake Mac in the process, "Please! No!"

"Funny thing is," River looked at him with the smallest of smiles on her face, sad, but understanding, but still SO sad, "This means you've always known how I was going to die. The both of you. All the time we've all been together, you both knew I was coming here."

"River?" Mac blinked as she woke up, "What are you doing!?"

River shook her head, continuing, needing to get it all out before her time was up, "The last time I saw you two, the real yous, the future yous, I mean," she let out a sad laugh, "You turned up on my doorstep, with a new haircut and a suit and dress and you took me to Darillium to see the singing towers. I didn't think anything of it…you always did that, took me to the most spectacular places before my expeditions…and that…that was truly the best night of my life. The towers sang, and you cried. I'd never seen you cry that much M-Mac," River's voice started to shake, "It was w-why I wanted you both h-here. It's why I called you in."

"Autodestuct in one minute," they all closed their eyes at that.

"You wouldn't tell me why you were so upset though," River's gaze flickered between them, "But I suppose you knew it was time. My time. Time to come to the Library. You even gave me a sonic of my own," she looked at the Doctor, "That should've been a clue."

The Doctor glanced over, seeing the two sonics lying on the diary, along with a hair pin of Mac's, clearly the woman knew about quite a few odds and ends Mac had on her person to keep her from picking the lock. He strained to get to it, but the handcuffs were too secure, he couldn't reach.

"There's nothing you can do," River told them.

"River you could have let us finish!" Mac tried, "We were trying to find an automated way to do this so none of us would have to!"

"There wasn't enough time," River sighed, "And it couldn't be either of you. If you die here, everything you'll do won't happen. It'll mean I've never met you."

"Time can be rewritten," the Doctor argued.

"Not those times," she grew serious, her eyes narrowing in threat, "Not one line! Don't you dare!" she took a breath, not wanting this, not wanting their last memory of her to be of anger. No…she wanted them to see her brave, smiling, doing good and changing the world, "It's ok," she whispered to them, "It's ok, it's not over for you. You'll see me again. You've got all of that to come. You two and me, and all of time and space. You watch us run!"

"River, you know our names!" the Doctor tried one last time as a tear trailed down River's cheek, though she kept smiling at them.

"Autodestruct in ten..." the computer started to count down.

"You whispered Mackenzie's name in my ear," he kept on, knowing that River had done the same to Mac with HIS name…it had to be a sign of how well she knew them, of how much she knew about them for her to do that. For her to know that they already knew each other's name, that she wasn't shattering some big secret.

"...nine, eight, seven..."

"We can't tell humans our names," Mac added, "We can't tell anyone except when…" she cut herself off, not wanting to think about the only time either of them could say their names.

"Hush, now!" River gave them one last smile, "Spoilers..." before she closed her eyes and waited.

"...three, two, one!"

River plugged tow cables together and threw her head back, a blinding white light surrounding her as they were forced to look away…

~8~

The Doctor stood before the TARDIS, solemn, quiet, knowing Mac was inside, possibly with Donna, possibly in her room packing. And she said HE ran from things. They'd been trapped down beneath the Library, till Lux came looking for them, finding them staring at River's empty chair, the woman gone. They'd reunited with Donna to see all the 4,000 others were back, Mac giving her one single hug before she shook her head and went for the TARDIS, getting in and not coming out. She didn't help Donna look for some 'Lee' bloke, but then again, neither did he. She wasn't there when he placed River's diary and sonic on the ledge they'd first stopped at, nor when he'd realized that River's neural relay was in the sonic and had managed to get her uploaded into the computer's Core with the others, at least preserving her consciousness.

She had been in the TARDIS the entire time and he could tell she was probably shaken from all the little clues that River had given them. He knew he had to talk to her, say something, anything, to keep her in the TARDIS and not make her leave back to UNIT. It was a funny old life in the box, as he'd told Donna, it was hard to keep up with and Mac…she hadn't had the experience he'd had, she hadn't practically been living in one for centuries, she'd always had a home, a house, except for the war and because of that…he knew she might not ever feel comfortable in the TARDIS, because she didn't feel at home there.

But he just…he didn't want her to leave. If she left…he'd be alone, like she'd been afraid of being. He'd start to forget she was still alive and he'd start to think himself the last again and he couldn't bear that, not again. So he snapped his fingers and the doors opened, but instead of Mac there, it was a solemn Donna and he knew…Mac might be preparing to run even now.

He entered, only able to offer Donna a sad look as he sent the TARDIS into the Vortex to float about, his expression telling her he needed time alone for a moment before he left to go find Mac.

He wasn't sure whether to be grateful she wasn't packing her belongings when he entered her room, or worried because…there was a glass ashtray shattered on the ground just beside the door. What she was doing with a glass ashtray when she didn't smoke he had no idea, maybe she was just stocking up on glass items to break when she was angry?

"Get out of my room," Mac said, sitting on her bed, her back to him.

"I just...I wanted to talk..."

"There's nothing to talk about."

He was silent a long while, "Did you want it to be me?" he asked her, "Watching River do that, would you rather it was me than her?"

"I am angry Doctor, and at times I DO hate you, SO MUCH," she added the last part bitterly, "I don't want you dead now though. Sometimes...sometimes I wish you'd fallen in the War."

"Why?" he swallowed hard, his hearts breaking to hear that there HAD been a point where she'd wished him dead, "Why do you hate me? I mean," he cut himself off, "I know I hurt you..."

"Hurt me?" Mac scoffed, getting up to spin to face him, "You destroyed everything!"

"How though?" he shook his head, "How did I ruin THAT much of your life? You're going to have to tell me Naery!" he started shouting, "What exactly it was that I did that was so terrible! I _know_ there was a lot and I am trying my hardest to make up for it. I'm trying so hard but...there's something more to it isn't there? There's something less obvious that I'm missing. What is it? I destroyed our planet, yes, and your family, I am devastated about it, it wasn't just your planet, it wasn't just your friends and family that were lost. _I_ lost them too! And I am SO unbelievably sorry about it all. I know it has something to do with my Contract. I activated it too early, I didn't wait till it was forced on me or till I'd declared a Chosen, I know. But...you could have found another..."

"I said I loved you!" Mac cut in, her face red with anger, her eyes bright with tears, "I said I loved you, and you..." she shook her head, "You literally turned around and _ran away from me_. And then! I don't hear from you for..." she shook her head again, unable to recount how long it really was or how long it felt to her, "And when I do...it's to find out that you activated your Contract. Which meant...MINE was going to be activated too..." she looked at him with a frown, "You were meant to be my Chosen. You said you _wanted_ to be my Chosen. That you wanted _me_ to be yours...and then you turned your back on me and ran to her. You broke my hearts Theta," she wiped furiously at her face, not wanting the tears to fall, "You lied to me. You betrayed me. You..."

"You could have found another Chosen Naey," the Doctor tried to defend weakly, he'd suspected it was this, he knew he'd hurt her...he just hadn't realized how much of a catalyst his original actions were.

She let out a bitter scoff, "As though anyone could compare to YOU," she shook her head, "I loved you Theta. I loved you with both my hearts and you ripped them out and stomped on them. How could I even think of loving someone else, of opening my hearts to them after you did that?" she swallowed hard, "And then, because of you, I ended up with _him_," she nearly spat, not even wanting to say the name of her husband, "And my life was over. My life was a _misery_ with him. And I only ended up there because of YOU. You ruined my life Theta. And you broke my hearts. I trusted you and you betrayed me. You turned your back on me, you abandoned me when I needed you the most. Then you go on to flee the war effort? You abandoned me then too, and the planet?" she let out a bitter laugh, "You destroyed our home, our planet, all our people, MY family! You were going to time lock it, with me on it..." she shook her head, "What else am I supposed to believe knowing you'd do THAT other than the fact that I loved you, more than I had ever loved anyone, and YOU didn't return the sentiment did you?" she let out a sad breath, THAT was what hurt the most, knowing that he couldn't have loved her as much as he claimed if he could so easily cast her aside and go to another woman, tie his lives to her instead, be willing to murder her with the rest of the planet, "I thought you loved me, but I was _wrong_. I was so wrong, you never loved me at all did you?"

"Naery," he breathed, staring at her, so...devastated...that she would think that, "I love you _so much_..."

But Mac just shook her head and turned, needing to get out of her room, away from him, "I will never be able to believe you," she told him, disappearing through the door on the gantry, the Doctor watching her go sadly.

Neither of them realized...the Doctor hadn't spoken in the past tense.

A/N: Saw a little bit of a different reaction from Mac here when confronted with the Doctor actually planning to die :( Poor Mac, it's got to be hard to be that angry and want to stay angry and have him do something that makes her feel something other than anger :(

I can say we'll find out very, VERY soon the Doctor's side of this story and why he did what he did }:) We'll also get a deeper look at Mac's thoughts when she's calmer as she opens up MUCH more to Donna than she has anyone else so far ;)

Some notes on reviews...

River will still be part-Time Lord yup ;)

I like that about Mac too, it's like...we all love the Doctor so much that we forget his faults and Mac brings it out. I think it's why she sort of rubs some the wrong way, because she forces us to realize he's not perfect like we wish and think him to be :( But she'll come around to our way of thinking soon ;)

I can say that Mac will never conceive a baby, and River was Amy's daughter in the show, grew in her stomach and all :( -sigh- I feel bad for Mac :( I can say River is definitely close to both the Ponds and Time Lords, so much so where they could be seen as 2 sets of parents to her ;) I'm not sure if I'd write a John/OC story, only because I love Mary :) It'll depend on Series 4 and what they do with her character though to see if any inspiration hits :)

I don't watch Glee no :( I saw the first couple episodes but I just couldn't get into it :/ I'm glad you're excited for Thor though, I can't wait for him either :) I haven't seen much of the other Marvel movies, so I can't say, but I do love Steve Rogers from what I've seen so there's always a possibility of branching out into Marvel ;)

Lol, I actually have an AU in mind where Mac is found by 9 during the Slitheen incident, since UNIT was involved then too ;) So we just might see what would happen if 9 encountered Mac. I think she'd get a lot more heated arguments out of him ;)

Nope, no time kids or babies or tots :'(


	7. Midnight

Midnight

Donna and Mac were lounging on two reclining sort of chairs by the pool of the Leisure Palace of the planet Midnight. Well, one of the pools, it WAS a palace after all. It was an enormous structure that had been lowered down onto the planet from space. Mostly due to the fact that there wasn't any air to breathe outside the walls of the palace and that the sunlight that hit the planet was Xtonic, and very VERY deadly. Normally Mac would have been raging at the Doctor for taking Donna somewhere like that. One wrong move, one breach in the walls and everyone in that palace would die. On crack in the rather thick windows could mean instant frying from the sun's rays. But the palace had been going for quite some time now and nothing bad had happened. It was a place to relax, NOT to explore so there was little chance the Doctor would be able to get them into anything dangerous.

But, of course, he was not as easily occupied as the women were, she and Donna lying there in plush white dressing gowns, relaxing with gentle music playing above them, the diamond landscape of Midnight glittering and glistening through the windows. The Doctor never had been one to just lie about…unless he was cuddling with someone and Mac was NOT about to let that happen. She had…calmed down somewhat, in her completely biting remarks to the Doctor, at least those that related to his companions being in danger because of him. Being in the Library with River, having agreed with the Doctor to teleport Donna out, it had made her just as responsible for the woman's plight in being caught in the hard drive like she had been. That time it hadn't entirely been the Doctor's fault and so, until she knew more about all the past adventures, she knew she shouldn't bring it up and keep bringing it up, unless SHE knew what the story was behind the last danger and could determine if there wasn't anything the Doctor could have done or said differently that would help prevent that danger from occurring.

But because the Doctor was absolute rubbish at staying still, he'd been as jittery as a newborn animal and pacing and talking…and talking…and talking…to the point where Donna was ready to tape his mouth shut. Mac was always more than ready to punch him unconscious though, so Donna suggested he go on one of the shuttle tours, go see something new, go on an adventure of his own. Mac was all too happy to have him do that alone, because Donna's words meant DONNA wasn't going, so neither did SHE. And she was thrilled with that. If she had to be stuck in a small little shuttle, with the Doctor and his gob for hours on end…the Universe would be short one Time Lord by the end of it.

Of course, that wasn't going to stop the Doctor from trying to contact them one more time before he departed. Which was why a butler walked over to where the two women were lounging with a ringing phone on a tray. He held the tray out between the women, Donna glancing over to see Mac refuse to answer it and rolled her eyes, reaching out to take the phone as the butler set it down and walked away to give them privacy.

"We said, no!" Donna snapped, making Mac smirk as she laid there with her eyes closed, not even needing to know what the Doctor was going to say.

"Sapphire waterfall!" the Doctor tried to entice her, Mac able to hear his giddy voice from where she was, "It's a waterfall made of sapphires! This enormous jewel, size of a glacier, reaches the Cliffs of Oblivion, and then shatters into sapphires at the edge, they fall 100,000 feet into a crystal ravine."

"Don't fall for it Donna," Mac glanced at her to see the ginger smiling at the image of the waterfall, "If it's not that it's 'the Medusa Cascade and the stars that burn green like the snakes on her head, glittering and spinning in space as though they're moving!'" she mimicked the Doctor's voice rather well.

Donna nodded, realizing this was how the Doctor tried to get everyone to go with him somewhere, "I bet you say that to all the girls."

The Doctor was quiet a moment, "Did Mackenzie tell you about the Medusa Cascade?" he sighed as Donna laughed, "Come on! Please? They're boarding now! It's no fun if I see it on my own. Four hours, that's all it takes."

"Four hours one way," Mac muttered.

Donna stared at her a moment, pressing the phone to her shoulder, "Seriously?" Mac merely nodded as Donna shook her head, NOT about to suffer through that, "No," she decided, "That's four hours there and four hours back, it's like a school trip. I'd rather go sunbathing and hang out with Mac."

The Doctor sighed but gave in, "You be careful, that's Xtonic sunlight."

"Oh, I know," Donna nodded, "Mackenzie warned me all about it. But we're safe safe. It says in the brochure this glass is fifteen feet thick."

"Alright," the Doctor gave another sigh, "I give up. I'll be back for dinner, we'll try that anti-gravity restaurant. With bibs."

"That's a date," Donna nodded, before her eyes widened realizing what she'd just said and glanced at Mac to see her giving her a look, "Well, not a date. Well, not for us. Well, any of us," she added with a wince when Mac's eyes narrowed, just KNOWING Donna had been about to try and say it might be a date for THEM and not herself. Donna seemed determined to see them reconciled no matter but…she could admit she didn't know the entire story of what had happened between the two of them on Gallifrey, but she was determined to find out, "Oh, you know what I mean. Oh get off!"

"See you later," the Doctor called.

"Bye!" Mac replied in a tone that implied he should hang up the phone now.

"Oi!" Donna cut in, keeping him on the line, "You be careful, alright?"

"Nah," he chuckled, "Taking a big space truck with a bunch of strangers across a diamond planet called Midnight, what could possibly go wrong?"

"I bet you ten quid," Mac began as the call ended, "That he's got this ridiculous grin on his face when he said that."

"Not taking that bet," Donna shook her head, "I know he had a stupid grin on his face."

The two women looked at each other and shook their heads, lying back down and closing their eyes to continue their relaxation.

~8~

The buffet in the Leisure Palace was exceptional, though Donna tended to stay more along the tables that appeared to be targeted for the human guests of the palace instead of the other aliens that wandered around. Most of the guests there WERE humans, but there were a few aliens here and there that had to be catered to as well. Though she was learning quite quickly that human tastes seemed to have changed and expanded with their own journey into space. She only really recognized an apple, some toast, honey , and tea. Thank god the tea hadn't changed, though they had some rather odd combinations and infusions of it now, but she'd gone with the regular tea. She'd also taken one tiny morsel of everything else she didn't recognize. She really HAD been serious when she'd told the Doctor that she wanted to walk in the dust and experience everything Earth had to offer. That applied to space travel as well. She probably wouldn't try the alien menus, not knowing how different they were, what they were made of, if she might be allergic to them or if it might be poisonous to humans. But she figured if they were serving what looked like alien food to humans then THAT portion of it must be edible by human standards. She really hoped it wasn't something evolutionary where the humans were immune to the toxins or whatever was in the alien foods and she'd end up taking a bite and keel over.

"Find anything good?" Donna asked as Mac sat down with her at a small table. Mac's plate was far more sparse than Donna's was, only a few pieces of food on it.

"A bit," Mac shrugged, she'd seen a few alien meals that she'd remembered eating a while ago and enjoying, taken a little more from the human side, "Makes me miss home," she murmured, Donna falling silent till Mac looked up at her, "I just mean…there were some foods that could only be made with ingredients from Gallifrey. I…miss those most."

Donna nodded, "What was your favorite food?" she wondered, just…wanting to talk about anything, anything about Gallifrey and then, hopefully, the Doctor. She had been angry and bitter at Lance for ages after the whole wedding debacle and it hadn't been till she'd talked to Nerys, of all people, about him and a…interpretation…of what happened that she'd started to feel better about it and him. Oh she still hated him with a passion, but…she'd been able to cope and move on and that was something, she could tell, that Mac hadn't been given a chance to do.

From what she'd gathered, it seemed like one misery after another just kept popping up for the woman, all related to the Doctor, and it just piled on, then, with the war, it never got a chance to be resolved. And that wasn't any way to live, with all that anger built up inside of you.

"Kilell," Mac smiled at the memory of it, "It's like a um…" she paused, trying to think of how to describe it in human terms, "It's like a cake, a small cake. Probably about the size and shape of a bar of soap? Yes. And, it was, I suppose, chocolate?" she nodded, that would be the best taste to describe it as though it wasn't quite that, "It was cut into two parts, the top and bottom and in between was a layer of this…custard? Icing?" she shook her head, "It was like a filling, a fruit sort of layer from the fruits of Gallifrey. It was the sweetest thing I'd ever had," she looked down, "It had this powered element on top of it, not sugar like on Earth, but it WAS as sweet as sugar," her smiled turned distant, "The Doctor used to make it for my birthday actually…"

Donna blinked at that, "He did? He cooked? The Doctor? The tall, skinny bloke who can't operate a toaster without setting it on fire?"

Mac laughed, "He did, at one point, possess culinary skills. He was a different man then," she reminded Donna, before she got sad again, "Or I thought he was."

Donna bit her lip, knowing that Mac would shut down if she brought up or asked about what had happened between her and the Doctor back then. She…probably could get her to talk about it, she'd gotten a lot more out of the Time Lady recently, but this wasn't the right place to do it, with scores of others sitting around them, eating, she didn't want Mac to lose her appetite either, she knew Time Lords didn't eat often, but she wanted Mac to eat when she could. It was just hitting her now though, that perhaps they didn't eat much because they were trying to find substitutes for the meals they lost on Gallifrey.

"Well eat up," she nodded her head at Mac's plate, "You are too skinny! Look at you! I could snap you in two with my pinky!"

Mac smiled at that, taking a bite of her food as Donna did the same with her own, "Time Lords are tougher than that, Donna. We may look small but we're quite resilient."

"Is that how the Doctor's managed to survive this long?" Donna joked.

"Sheer dumb luck, actually," Mac sighed, before glancing at Donna, "He never tells you, does he?"

"Doesn't tell me about a lot of things," Donna shrugged, "Which one in particular?"

"His past companions? The ones that he lost?"

Donna was quiet a moment, "No."

"That's why I wanted to stay with you Donna," she explained, "He doesn't tell anyone the true danger they're in, he doesn't tell anyone the truth. He lies all the time, to companions, to authority, to…to people he claims to care about."

"He lied to you then?" Donna eyed her, trying to keep far away from actually asking about what happened, but really, she DID want to know.

"Yeah," she swallowed, pushing her food around, "He always said I was the one person he'd never lie to…" she shrugged, "Should have realized that was a lie."

"Do…do you think there might have been a reason behind it?" Donna treaded carefully, "The Doctor always seems to have a reason not to say something or to lie."

"No," she shook her head, "He didn't. There were more reasons to be truthful with me than to lie, in the end. And that's what bothers me. He never says the truth, to anyone, he keeps trying to apologize to me," she looked at Donna, "But I can't accept it, because I can't trust him. I can't tell if he's being honest or just wants to feel less guilty. I used to think I knew him, that I knew when he was lying…but if he'd been lying to me that entire time, he has no issue lying to me now."

"You think he's lying about how sorry he feels?" Donna frowned, she…hadn't considered that. She hadn't considered that Mac might actually WANT to forgive the Doctor, even if it was deep down, but…it was true, the Doctor always lies. Rule 1 really, he lies. She'd feel exactly like Mac if Lance had been trying to apologize to her. He'd lied to her for the entirety of their engagement and relationship before that, she would never be able to believe that he was telling her the truth, that he was truly sorry.

But she knew the Doctor wasn't Lance. Yes, he lied, but…trust was built on truth and if he wanted people to trust him solely because he was the Doctor…he had to be honest at least some of the time, yes?

Mac just shrugged.

"What if…what if he's being genuine and honest?" Donna asked, "Would you forgive him?"

Mac rubbed her head, "I don't know. I've been angry for so long Donna, and there's so much to be angry about," she looked at the woman, about to be brutally honest with her, "Some man you care for…betrays you. But unlike now, where you get a happy end, you get to go off and see the Universe…you're stuck somewhere, miserable, being betrayed by your husband every single second of the day. You're trapped and you can't escape until he dies, which, given your species, isn't likely to happen. And the only reason you're in that situation…is because of that man who first betrayed you. Then, a war happens, a war that could have been avoided by that man if he'd been just a little less moral than he was, an entire planet's worth of LIFE could have been saved if that man had just done what he was tasked to do. A WAR happens because of him. And in that war, you're forced into a sweatshop, you're forced to work in unbearable conditions for years, till it all ends. And when it ends, you're homeless, your family murdered in front of you, all your people, your planet, everything you've had in your entire life is obliterated…because of that man," she swallowed hard, "The Doctor destroyed my planet Donna, and with it, he took my family. They were alive," she whispered, "They were alive at the end of the war and he killed them with his bloody time lock," she looked at Donna intently, seeing tears in the woman's eyes, "If Lance had murdered your mother and grandfather…if HE had been responsible for your father's death…would you EVER forgive him?"

Donna looked down, "No."

She almost forgot about that detail, about the war, about the planet being destroyed. She knew about it, yeah, she knew the TARDIS and Mac were all the Doctor had left, but…Mac didn't feel the same. To her, she was alone, the TARDIS was the Doctor's and the Doctor was the man who killed her family. She knew how Mac had escaped Gallifrey, she'd been told a while ago, she knew the girl would have gone right for her family if the shuttle hadn't forcibly taken her off world first.

"What's worse..." she shook her head, "There_ were_ other options Donna. He could have done so much more than what he did to end the war. He didn't have to destroy the planet. He could have taken his TARDIS back in time to when he was President, done things differently, fought to REMAIN President to change our planet's actions. He could have just strode up to the High Council, demanded his position back and taken over the war effort, made changes in it, allowed help from Allies that our current President didn't want, the people would have backed up someone willing to do that and get us help. He could have gone back in time and killed Davros...er, the creator of the Daleks," she added, seeing Donna's confused look, "Before he even had a chance to make them. Yes, the timelines would be altered exponentially without Daleks there but the planet would have remained," she swallowed hard, "He _had_ options Donna. Those were just a few. He didn't HAVE to destroy the planet, but he chose to do it anyway."

Donna blinked, she hadn't considered that. The way the Doctor talked about the war, he made it seem like there was JUST the one option left but...if Mac could come up with those few right then and there...there were certainly more.

"He would have killed ME too," Mac reminded her, "He was going to do that to the entire planet, everyone who was on it. Including ME. He KNEW I was still there, that I was alive, but he was going to do it anyway. And I understand, or I would have, if he'd done what he had and I was on the planet. Us or save the Universe from the Daleks spreading out after they'd destroyed us, not a hard decision if we were going to die one way or the other, but...the Daleks are STILL out there, he didn't stop them and it just...it made the destruction of Gallifrey pointless then, didn't it?" she nodded, "And now…to survive that, to be without my family, to see THEM suffer…it puts it in a different perspective. As hard as I may want to remind myself it was for the 'greater good' and to protect the Universe from the Daleks, it's never going to erase seeing my planet, with my family, disappear in the blink of an eye," she looked down, "I'd have rather died with them than to have survived past them."

Donna looked up as Mac stood and brought her still-full plate back over to the trash and threw it out, before walking off. She sighed and looked down, she really hadn't considered any of that. Oh she tried to, she tried to work out why Mac might feel the way she did. But this put it all in perspective for her. Mac had survivor's guilt, and she was taking it out on the man who had killed the others. She was angry and bitter that she was alive, and was blaming the Doctor for having put her in a situation where she was a survivor like he was. She wanted to die with her family, now. She'd wanted to save them before but, failing that, she had just wanted to be with them again whether that meant being dead as well.

Donna glanced over at where Mac had disappeared to before getting up and moving to throw out her untouched food as well. She found that, as terrible as it was, she didn't want Mac to have died on Gallifrey. The Doctor was alone as it is, and even with Mac's constant digs at him, he was happier to have another there, to not be alone, he was lighter in a way. Yes, she hurt him constantly with her snide comments, but, the more she heard, the more she felt like he just_ might_ deserve it.

She really DID need to find out what had happened between them though.

So, with that in mind, Donna gave a firm nod of the head and strode out of the canteen to go find the wayward Time Lady and get her in private so she could get some answers.

~8~

In hindsight, facials were probably NOT the best time to bring up to Mac the questions that had been nagging and nagging at Donna's mind for ages now. Mostly she felt that because she'd ended up with half of her facial mask smeared down her face by the end of it, which had irritated the facialists quite a bit as, apparently, salt tears were not good for a human's skin or some other such thing.

She and Mac were sitting in a small, private room, their faces being coated in a thick but smooth green mask with, of course, the iconic cucumbers being pressed over the eyes. Donna waited till she heard the doors click shut, the masks meant to be in place for a half hour, which meant they would have privacy till then. She sat up, pulling the cucumbers off her eyes to make sure that the two purple aliens with the rather large nostrils and ears had left before she turned to Mac.

She looked at the Time Lady for a moment, debating if she really wanted to do this. Did she really want to know? She could tell that whatever had happened between Mac and the Doctor was something very serious, something that had affected them both deeply and…something that had actually happened in a way where even _the Doctor_ felt guilty. She could see it in him, whenever he looked at Mac, the guilt eating away at him. Whatever it was that had gotten Mac so upset…the Doctor really HAD had a part in it. He really had done something that hurt the woman deeply and…she was worried her view of the man would change after learning what he'd done. She had spent so long thinking of him as this wonderful man, this incredible alien, this madman with a heart (or hearts) of gold…the man who helped make everything better.

Did she really want to ruin that image?

But then…what would be so bad about not seeing him like that? Like this far away and magical alien instead of a…real, solid man? Men, human or alien, made mistakes. Everyone did, especially the Doctor. If she learned this, he'd be a little less in the stars and more of a real person, more…human.

"Are you going to talk or just stare at me Donna?" Mac asked, not even taking the cucumbers off her eyes as she laid there.

"I'm not staring at you," she countered.

"I can feel your eyes burning a hole in my head," Mac reached up to take the slices off her eyes and turned to her, sitting up, "What's wrong?'

Donna hesitated, "I…wanted to ask you something, for a while now, but…I just…I know it's going to be very personal and, well, I didn't want to upset you or…"

"Just ask Donna," Mac cut in, "I'm not the Doctor, if someone I trust asks me something, I will tell the answer, the honest answer. No matter what the question is," she added, getting a feeling she knew exactly what Donna wanted to ask about.

Donna sighed and nodded, before taking a breath, "What…happened? Between you and the Doctor on Gallifrey? What did he do that hurt you so much?"

Mac was silent for a moment before lying back on her chair, not looking at Donna. It was…easier for her to talk about things like that when she wasn't looking at anyone else, it was like she could pretend she was just talking to herself instead of giving someone else details of her personal life.

"On Gallifrey," she began, "There are two types of marriages, those of the Contracted, which are like…betrothal contacts, marriage contracts between families…"

"That's a bit…medieval isn't it?" Donna frowned, turning on her chair to lay back down but look at her.

"It is, for all we're advanced, we still have some 'Dark Ages' in us," Mac shrugged, "We don't always have to follow our Contracts though. Because there's another type of marriage, that of the Chosen. If you find someone you're not Contracted to and you fall in love, you CAN marry them instead. That's the exemption of the Contract. It voids it and it frees the other person as well to find a Chosen of their own. If you don't find a Chosen before you're 500 years old, then your Contract is activated and you must marry your Contracted. You can, though, choose to activate the Contract before you're 500 if you want, but it'll force the other person into it as well."

"The Doctor was your Contracted wasn't he?" Donna guessed, "But he found a Chosen, was it?"

Mac looked away, "Quite the opposite actually," she murmured and Donna's eyes widened, "He was Contracted to someone else, we both were, and…" she swallowed, taking a breath, "We found each other in the Academy, in school, and we got along well. Had the same friends, and, slowly, started to become more than just friends," Donna had to smile as she saw Mac start to smile at the memory, "He was…wonderful Donna, the best man I ever knew. He was the only one I felt safe around, the only one I felt like I didn't have to worry about, ironically. I was a bit of a mother hen back then," she let out a small laugh, "Always worrying about everyone else, and…when the Doctor was there…I didn't have to worry so much because I knew he'd help me, he'd protect the others with me and…he'd be there for me."

"So…you were each other's Chosens then?"

"No."

"But you just said…"

"We were meant to be," Mac cut in, "The Doctor told me so many times that he didn't want to marry his 'wife' and that he wanted to be one of the Chosen, be someone's Chosen. And, one day…I said I might like him to be mine, if he'd want me to be his. I…I'd never seen him smile so widely before," her smile turned sad, "We decided to 'court' each other, to try and see if we might work as a pair of Chosens and, it was going well. It was going really well and…I…"

Donna frowned, reaching out to touch her arm when she saw Mac struggle to continue, "You don't have to say more Kenzie."

"Kenzie?" Mac glanced at her but Donna just shrugged, "I wanted to tell him that I…that I loved him. That I was ready to be his Chosen, that's all you need to be declared a Chosen is to tell them you love them and have them reciprocate."

"No…" Donna breathed, a pit forming in her stomach at where this was likely heading.

"I told him, that I loved him…and he turned around and ran off."

"He did what!?" Donna gaped at her.

"I should have expected it," she shrugged miserably, "He WAS one of the ones who ran from the Untempered Schism."

"The what?"

But Mac just waved her off, that was another story for another time, "So he ran off, after I'd just poured my hearts out to him…and," she took a breath, "I found out a short while later that he'd prematurely activated his Contract. He was getting married to someone else."

"Oh my god," Donna murmured, "He didn't even say why?"

"Not a word," Mac nodded, looking up at the ceiling, "I tried to see him before that, to ask him. I'm not a homewrecker Donna, if he'd told me he loved his Contracted I'd have stayed away. But it made NO sense, he'd spent the entire time at the Academy ranting about how he DIDN'T want to marry her and then…suddenly he was. It wasn't till after the wedding that he finally stopped avoiding me…but by then I took to avoiding him."

"Why?"

"It was too hard," she whispered, "The man I loved had just married someone else, hadn't even spoken to me after I told him that, and…he'd ignored me and cut me out of his life up to that point. I was angry Donna, I was SO angry because…in doing what he had…he was essentially forcing me to accept my Contract too."

"But you said he did his prematurely, so…wouldn't that have given you time to…to…to find someone else? Another Chosen?"

"It's not that easy," Mac shook her head, recalling how the Doctor had suggested the same thing, though HE knew better, "Donna, to break from a Contract, even the ones that are just for show, is a serious matter. You_ don't_ do it lightly. To proclaim someone else as your Chosen…it's a very final thing to do. Sometimes your former-Contracted doesn't like that and they'll attack you for it. That's how my father died," she glanced at Donna for a moment, "My sister broke her Contract and her former-Contracted attacked our father because of it," she looked away again, "You're only ever meant to give your hearts to your Contracted or your Chosen. And…I'd already given mine to the Doctor."

Donna nodded, hearing the hidden words in what Mac was saying, "He broke your hearts."

"So I had nothing left to give another Chosen if I'd even found one," she agreed, "Why would I risk trying to find another one when the one I truly loved had already hurt me? How could I trust that another wouldn't do the same? I couldn't stand the thought of giving my hearts away to someone else if not the Doctor and…they were already shattered, no one would accept them. I didn't trust others after that. And the Doctor knew that," she told Donna, "We knew each other better than anyone else, he knew exactly how I'd feel and how I'd react. He knew that, after doing that, the only thing left for me was my Contract. He knew I wouldn't be able to pick another Chosen even if I wanted to."

"And you were forced to marry your Contracted, weren't you?"

She nodded, "He was a selfish man, he wanted prestige, he didn't bother to find a Chosen, wasn't going to until I'd found mine and voided the Contract. But I didn't, and he got me in the end. I was forced to marry him because the Doctor married his own Contracted. I didn't have it in me, in my hearts or soul to find another Chosen after that. I became one of the Contracted because of the Doctor."

"That's not all though, is it?" Donna guessed. There was too much anger for her to just be upset over the Doctor 'stringing her along' and rejecting her.

Mac let out a long breath, "My husband didn't care for me at all, just my family name. He treated me like an object, not a person, he ignored me most of the time…until I found out I was pregnant," Donna frowned, hearing a crack in her voice, seeing her eyes fill with tears, "But I lost the baby, and I lost the ability to have any more," she added in one breath, not wanting to have to say it again.

"I'm so sorry Kenzie," Donna breathed, squeezing the girl's hand that she was holding.

"On Gallifrey, if one of a Contracted couple is infertile…the other, and only the other, may seek out other means of reproduction, for the sake of preserving the bloodlines," she recited, "Only they're not allowed to divorce their spouse. The Contracted are together till one dies. I was trapped in a marriage with a man who didn't love me, and a man who turned his back on me too, for another woman who could give him sons," she tried to cover her sniffle, "I walked in on him and his new mistress once, had no idea he'd taken one till then. I actually thought he might have respected me and our loss enough to not do that…but I was wrong," she glanced at Donna again, "I was stuck there, with that horrible man, unable to escape or even find someone else, because the Doctor activated his Contract. Everything I suffered, the centuries of neglect and solitude, were because of that marriage, something that never would have happened if the Doctor hadn't married his Contracted partner."

Donna was silent at that, at the thought that Mac had gone through that. To be stuck in a marriage that had no respect or love in it, to lose her baby and ability to conceive, to have her husband be so disloyal even if it was something that wasn't quite 'frowned upon' by Gallifreyan terms…but even more, to have told the Doctor she loved him and for him to turn his back on her and condemn her to that life…

It was awful.

She was sure some people sitting there might think it not so bad. Mac had married, her husband hadn't abused her, she'd survived a war, who cared if the Doctor didn't love her back? Why cry over the fact her marriage wasn't the best when it wasn't the worst either? Why lament that she'd survived a war, a war that the Doctor had ended for the sake of all creation?

Donna was quite sure others would think Mac overreacting but…she couldn't. She couldn't find it in her to think that Mac was making a bigger deal out of this than she should be. She had been where Mac was, she'd loved a man who didn't love her back, a man who betrayed her trust and faith in him. She'd loved a man who had left her for another person…er, woman…er, spider? She couldn't empathize with the being married and having a relationship like that, though she knew that was likely how her own with Lance might have gone if they HAD wed. He wouldn't have respected her at all, he would have cheated on her the first chance he got, he wouldn't have wanted to touch her or look at her. Oh she was sure she'd have gotten verbal abuse given the stream of poison he'd spewed when they were dealing with the Racnoss…so she could imagine it.

And that war…to have her entire planet destroyed, to be forced to travel with the man responsible for it, for not just the planet but her own family's death…she was honestly surprised Mac wasn't MORE foul to the Doctor than she was, she'd have every single right to be. Yes, the Doctor had lost his planet too, but it had been_ his choice_ to do it, not Mac's. Mac was suffering with the consequences of someone else's actions. No one realized, no one would guess, listening to Mac spout out remarks to the Doctor, that she was actually holding back. She could tell now, Mac was FAR more hurt than she was letting on, she was far more angry, and to hear what she was saying, about everything that happened…the Doctor had hurt her deeply.

She knew Time Lords lived for SO long, their hearts were precious to them, they weren't given out lightly or to anyone and for the one person Mac wanted to give them to, had already given them to, to turn his back on her and not even speak afterwards? She was quite surprised the Doctor hadn't been murdered on Gallifrey for it. She could admit SHE had reacted worse to telling a boy she loved them and having them go 'that's nice' with a stupid grin on their face. She'd punched one for it once when he'd just laughed at her and said they were just mates.

Mac had lived through so much and, from what it appeared, all a result of the Doctor's actions. He had run away from her, hadn't even said anything to her about what she'd said, not even a counter that he didn't feel the same. It really did seem like he'd strung her along, like he'd led her on and just dumped her when it got too real for him.

And that was the problem she had with it…that _wasn't_ the Doctor. That wasn't the Doctor she knew. Granted, he was a different man then, yes but…she couldn't wrap her brain around the fact that he was THAT different that he could do something like that to someone else, to someone he appeared to actually care about.

She really did have to talk to the Doctor about this, get his opinion of it all, try to see what his version of the story was.

Because she didn't believe Mac was telling her a lie, she knew Mac was telling her the truth, the pain was real, and she didn't make the Doctor out to be some heartless monster. She just…told the story like it happened from her point of view, from what she knew of the situation. Now she just had to find the Doctor's and…she was actually scared because she got the feeling his story wouldn't be much different than Mac's.

She could only pray that his reasons justified what he'd done.

"Don't cry Donna," Mac murmured, turning to grab a tissue off a side table and handed it to Donna, "I'm sorry if it upset you."

Donna tried to dab at her eyes, to keep it from streaming down her cheeks and destroying her mask, but it was too late it appeared, "It's just…I didn't know," Donna murmured.

"No one really did," Mac remarked, "Not even on Gallifrey, they thought we'd had a falling out. I stayed away from him after he got married. I just…I was too angry, I didn't want to lash out at him…"

Donna gave a small snort at that given how much she lashed out at him now, before quickly putting her hand over her mouth, "Sorry."

"It's alright," Mac shrugged, knowing where Donna's mind had gone, what had changed between then and now, "The War happened, I lost everything, I lost…_everything_ Donna," she repeated quietly, "I just didn't care anymore. I'm too angry. All I see when I look at him is that he's killed my family. And then I see him with you," she glanced at Donna, "And Martha and I think…he's going to kill them too if they're not careful and I can't…" she took a breath, "I _can't_ let that happen. No more death if I can help it. So you need to know Donna," she sat up and turned to her, squeezing Donna's hand back, "It IS dangerous to travel with the Doctor. He has had other companions before you. Some he brought back to Earth, others he left in other places, some wanted to stay, some he was forced to send away. Some…died. Some of them were killed and died, for him, because of him. And it's a very real possibility, that YOU could die too."

Donna looked down, "I know," she hadn't exactly known that there had been other companions who had DIED, but she knew there was a danger of it every time.

"I won't let it happen though," Mac promised, "The Doctor may put you in danger, but I'll protect you the way he can't."

Donna nodded at that, more so to appease Mac than to say she really believed that. She knew that, whatever happened to the others, unless it was the Doctor standing before them with a gun and that HE was the one who killed them…it wasn't his fault. She was sure Mac wouldn't see it like that, she would see it as some failure on the Doctor's part due to lack of care that led to their deaths, something he should have done differently to protect them, something he should have KNOWN to do differently…that he just hadn't.

She hoped that she wouldn't be the thing that proved Mac wrong, that…sometimes…it was beyond anyone's control.

~8~

Donna was very relieved when their future topics of conversation were much less serious, solemn, and sorrowful than talking about the war and why Mac was so cross with the Doctor. She'd actually had a rather rousing time of it, she and Mac had proceeded, after their facials, to get massages and talked about dumb things that their past relationships had done. Donna had supplied most of those stories but Mac had QUITE a few to share about the Doctor that had Donna laughing so hard she was sure the second she saw the Time Lord again she wouldn't be able to imagine him without neon pink hair. It was…odd though, because there was something in Mac's voice when she talked about the Doctor from before that moment where he'd crushed her hearts, there was a fondness in it, like she saw that Doctor as separate from the one who hurt her and kept hurting her.

Donna's new mission was to get Mac to see the Doctors were all one in the same. That is…IF the Doctor's explanation for the story Mac had told her was a good one and not him being a selfish man.

Now though, they were getting manicures, pedicures to follow, and were just talking about Gallifreyan life and culture, the differences to Human life. They were all little things, some different fruits, music, clothing, holidays, but Donna loved to hear about it, she loved learning more about what Gallifrey was like. And…if she was being very honest, she was also hoping it might help in her mission to get Mac to think of happier times with the Doctor if she remembered their planet as it was. She knew it was risky because Mac might very well just end up remembering that it was gone as well, but she had to hope. She knew when she'd lost her father, what had helped her as to remember the good times she'd spent with him, the best about him, to keep her spirits up and keep his memory alive in her mind.

Mac had cut herself off in the middle of explaining why the Time Lords wore such funny hats, when an announcement had come over the speakers.

"Paging Mr. Revik, please attend."

Mac froze, and Donna looked at her, concerned, "What is it?" she frowned, eyeing the woman, "Someone you know?"

"No," Mac shook her head, before looking at the two aliens doing their nails, "I'm sorry, but we have to go," she told them, apologizing as she stood, motioning for Donna to follow her out as she strode out of the room.

"Ok, you're putting your hair up," Donna blinked as Mac did just that, tying it back into the bun she'd spent HOURS convincing her to leave it out of, "Why?"

"I can't have it falling in front of my face when I hack into their computer systems."

"Why are we hacking into their computer systems?"

"Because that page Donna," she turned to her, "Mr. Revik is code on most intergalactic locations for a shuttle in need of assistance. Like…how paging Mr. Skylight is a code for Earth ships to alert the crews that there's a minor incident somewhere without alarming the guests. They page Mr. Revik to alert engineering and other personnel that they need to go help a shuttle, either for being stranded or having engine problems, or injury onboard. And the only shuttle that departed here was…"

"The Doctor's," Donna realized, "Well what are we waiting for, let's go!"

Mac waited as Donna strode past her down a left hall, "This way Donna," she called, turning down the right one as Donna raced after her.

"How exactly are we going to get access to their computers without the psychic paper?" Donna whispered as they walked.

"The Doctor relies too much on that," she muttered.

"So you've got a plan then?"

Mac could only shake her head, "I'll let you know when I see what they have lying about."

Donna wisely kept her mouth shut about how much like the Doctor that sounded with how he 'made it up' as he went.

~8~

Mac was…rather disappointed , to say the least, when they managed to find the security room and found that there was no one there. Everything seemed to be fully automated inside that small room, it was more that there was facial recognition programs running that documented all guests…which explained why the Doctor had gone to one of the information terminals and soniced it right when they got there, adding their faces to the programs. Anyone who wasn't recognized, an alert would be sent to the nearest guard that was wandering about.

She was happy that there was no one there she'd have to deal with or talk her way around or anything like that, but she was sad because she'd been hoping to display some of her skills to Donna, show her not all Time Lords relied on sonics and lying and breaking things. But sadly it was just a simple computer, all too easy to hack. Midnight operated under the belief that those who came to the Leisure Palaces were interested only in relaxing, which they were correct in, and so no one would be likely to go snooping around the different rooms and hacking into their systems.

Well, that was their fault then as she moved to sit in a spinning chair and began tapping away at the keyboards, trying to see if it could connect to the security footages on the shuttles. The crew that would be sent out to the shuttle would need to know what sort of event was going on, if it was an engine situation or something with the passengers. As there was no direct feed up, she could assume that the original distress call had to do with the engine but…knowing the Doctor's luck…there was bound to be something going on with the passengers too, even if it was just them trying to murder the Doctor so he'd stop talking.

"What are you doing?" Donna whispered even though it wasn't needed.

"I'm trying to hack into the shuttle's security feed," she answered, squinting a bit as Donna had insisted she leave her glasses back in the small locker that they gave the guests in exchange for their robes, "See if we can see what's going on inside it…hold on…" she leaned in a bit closer, reading the code she'd entered and backspacing once to make sure that she'd gotten it right, hitting enter.

"Oh my god!" Donna gasped, seeing that there were people arguing and shouting, even without audio available, they could see they were getting hysterical.

The Doctor was on the ground, sitting there, staring straight ahead, fear in his eyes but seeming paralyzed. There was a blonde woman behind him smirking away, watching his frozen form, clearly too pleased yet the humans didn't seem to notice. A young boy in black seemed nearing a breakdown, a young black woman with her hair in two buns was near tears. The woman in Midnight's uniform, probably the Hostess, was looking around frantically between the blonde and the Doctor…

And then two men strode forward and grabbed him, tugging and pulling him, unresisting towards the exit!

"What are they doing!?" Mac shook her head, before starting to type quickly.

"What's going on?" Donna breathed, "What are they going to do?"

"It looks like they're about to throw him out," Mac shook her head, her fingers flying across the keys, "I'm sending an override command to the shuttle's systems, locking the doors so they can't…"

"Why would they throw him out?"

Mac glanced at the screen, eyeing the scene critically, "You see that woman, the blonde who's smirking?"

"Yeah, what about her?"

"She's too pleased, she's too in control, I doubt she's human anymore."

"What, you mean she's an alien?"

"Or possessed by one," Mac muttered, "She's controlling the situation, she wants the Doctor out of there…I dunno why," she added quickly, "Maybe he worked out what she was or tried to stop it or something…just, give me a moment…"

Donna watched with baited breath when suddenly the Hostess leapt forward, pointing at the blonde woman, before she grabbed her and struggled to pull her towards the door instead.

"Kenzie what do we do?" Donna shook her head.

Mac swallowed hard, "If she tries to open the doors it'll take too long, the emergency protocols will keep the area sealed for six seconds…the blonde could get away unless she holds her in place."

"Can't she shove her through?"

"No," Mac answered, "The seal would hold too firm, it would act like a door."

"Can't you change it?" Donna looked at her, "Cancel out the signal or something?"

"I think so," Mac nodded, getting to work on that, Donna watching intently as the Hostess neared the doors, "There!" Mac hit the last of the code in and the door shot open just as the Hostess reached it, the woman's eyes widening as she quickly shoved the blonde out and through the seal that didn't exist. Mac hit a button, the door flying shut just as the Hostess was nearly sucked out after the woman.

Donna winced as the woman slammed into the door as it shut, but let out a breath, she was still alive at least.

"It's alright now," Mac murmured, tapping the screen where they could see the Doctor suddenly gasp and roll on his side, moving and talking once more, "It let him go."

Donna watched as Mac leaned forward and rested her head in her hands a moment, and had to smile. For all she claimed to 'hate' the Doctor and for how angry she was with him…she knew, deep down, VERY deep down, Mac still cared for him at least.

She let out a soft laugh as she realized something, Mac had said she'd given the Doctor her hearts and, even though he'd broken them, she hadn't said anything about him having given them back.

~8~

Mac and Donna stood together where the shuttle was re-docking, waiting, watching as the passengers filed out, all of them there except the driver, mechanic, and the blonde woman. The Doctor was the last to leave though, which Mac expected, he always liked either being in the forefront and leading the way or keeping an eye on things from behind and this experience…she knew had to have shaken him.

He looked up when he saw them, Donna moving forward to give him a hug even as his gaze remained locked on Mac over her shoulder.

Mac swallowed, seeing how tightly he was hugging Donna and stepped over, "Are…you ok?" she offered and he frowned at her, "You were always afraid of being helpless."

He blinked, "How did you…"

"We saw," Donna whispered as she pulled back, "Mac heard them paging a Rekiv…"

"Revik," Mac corrected.

"What she said," Donna nodded, "And said it meant your shuttle was in trouble. She hacked into the security on the shuttle and we…we saw them trying to drag you out."

"What…happened?" Mac asked cautiously, not wanting to seem…concerned. Because she wasn't she just wanted to know what alien the blonde woman was or what parasite it was or whatever.

The Doctor could only sigh and run a hand down his face, shaking his head slightly.

"Come on," Donna took his arm and led him off, "Let's go somewhere more private."

~8~

"What d'you think it was?" Donna had to ask after the Doctor finished recounting his tale of being in the shuttle, the hysteria of the other humans, how he'd felt when the alien had infected him as well.

"No idea," he shrugged, sitting forward on the lounging chair by the skylight and pools again, Mac and Donna across from him.

"Whatever it was, it's still out there," Mac glanced up at the thick windows, the diamonds glinting in the sun.

"Well, you'd better tell 'em that," Donna looked at them, "This lot."

"Yeah," the Doctor scoffed, sounding almost as bitter as Mac had been sounding, "They can build a Leisure Palace somewhere else. Let this planet keep on turning, round an Xtonic star. In silence."

Mac eyed him a moment, before she got up.

"Oi!" Donna called, "Where are you going?"

"To tell them?" Mac shrugged, "By now, UNIT's expanded into an intergalactic organization," she reminded them, "A Time Lord still currently working for them ought to get some sort of protective measures put in place."

"I can do it," the Doctor offered.

"You're listed as on sabbatical," Mac shook her head, "I've given them the order to keep my data continuously 'on call' till I say so. And I won't," she turned around and headed out of the room.

Donna eyed the Doctor, seeing him smiling a bit more at what Mac was doing. She knew what it was too, she'd seen him give up, seen him feel helpless, so she was going to help them…for him.

"Can't imagine you, without a voice," she joked, pulling his attention back.

"Molto bene," he gave her a small smile.

"Molto bene!"

"No," he winced, "Don't do that. Don't. Don't..."

"Sorry," Donna whispered, the two of them falling silent, before she took a breath, knowing this might be the only chance she got to ask him this question, "Doctor…Mac told me…about what happened on Gallifrey."

The Doctor's head shot up to look at her, his eyes wide, "She told you?"

She nodded, "About Chosens and Contracteds and…you two," she watched him let out a breath and hang his head, "I…I just wanted to ask, before I decide if I should smack you or her, but…why did you do it?" she shook her head softly, "They way she talked about you Doctor, she loved you, more than anything and…I can see it," she added, getting off the side of her chair to kneel before him, putting a hand on his knee so he'd look at her, "I see the way you look at her when her back's turned, the regret…and the love," she looked at him intently when he didn't deny either feeling, "You still love her, don't you?"

He swallowed hard, "Yeah."

"Then why would you do that to her then?" that was what she didn't understand.

"Donna…you have to understand something about Gallifreyan culture," he began, about to speak of something he…hadn't told anyone, ever, not even on Gallifrey. He'd…he'd only told his wife, before they were married, so she would understand why he was activating the contract, "My family wasn't very prestigious, in fact many people thought us odd, un-Time Lord-like and what have you. Too human or something, I'm not sure I remember anymore," he sighed, "Mackenzie…her family was one of the higher ones, entitled, well-off, true high-society. They had a LONG history of making Contracts for the betterment of the family, for stronger political ties, for…for the benefit of their children, so that their sons and daughters would be well cared for, well supported, comfortable…" he looked down, "Her husband was…a business man, wealthy, well-connected, powerful…"

"Doctor…" Donna breathed, seeing where this was going, she'd read too many romance novels not to see it.

"I couldn't give her that," he admitted, "I couldn't offer her protection or financial security or…or comfort or anything. I was the Time Lord eager to fly off in a TARDIS, see the Universe, get involved, something our people are NOT meant to do. I broke…hundreds of laws, ended up exiled for a time, ended up on trial, in the most dangerous situations and…I would have dragged her down with me. I would have dragged her name through the mud for being tied to mine and…she would have lost everything she'd grown up with. I…I wanted her safe and cared for and supported and secure and stable and…and…and everything I couldn't give her," he looked at Donna pleadingly, needing her to understand, needing just one person to understand, "I wanted her to have a better life than what I could give her."

"So you gave her up," Donna murmured, "So she could have that."

He swallowed hard and looked down.

"Oh Doctor…you really are a great big, outer-space dunce," she whispered.

He could only nod to that, though for a different reason than what Donna meant. He thought it was her agreeing with Mac, that he'd done completely wrong by her, and yes…she agreed he'd made a whopping mistake but…

She was more saying it because…Mac didn't care about that, any of that, she just cared about him, and he, in trying to give her a better life, had ended up making for a miserable one.

Because she could tell, Mac might have had a harder life with him, but she would have had a happier one than ever.

But still…she had to smile, because that was such a Doctor thing to do, to put someone else's happiness above his own. She could tell that he loved Mac as much as she had him…now she just had to convince Mac that he really did love her and THAT was why he'd done what he had, not because he didn't care, but because he cared for her more than anything.

He'd certainly gotten them both into a right old mess hadn't he?

A/N: The 'paging Mr. Skylight' is an actual thing, little interesting factoid for you ;) I hope you liked the little twist here where the TL DIDN'T go with the Doctor on the shuttle ;) I really wanted to give some more bonding time with Donna. I think Mac told her what she did, when she hadn't told Martha because Donna hasn't 'betrayed her trust' yet :) I can say we'll see some more twisting going on in the next chapter too ;)

But poor Doctor, he just wanted her to have the life he couldn't give her :'( I can say we'll find out a little bit of his thoughts on time locking the planet with her on it when Davros makes an appearance ;) He's got a reason for that as well that may sort of show how well he knows her even centuries later ;)

Some notes on reviews...

Lol, the 'shut up' was actually in the episode but directed at River, so I didn't technically add it in ;) And it had nothing to really do with her guilt tripping or snide commenting him but more her actually trying to keep him alive ironically lol :) I can say most of my DW stories will be NewWho. I haven't seen the entire movie yet or much of the Classic Series. I DO plan to do AU versions for the TLs that would involve Gallifrey and potentially the Classic episodes, but I'd have to see them first :)

I'm glad you didn't realize till just before she said it, I try to aim for things like that, where it's bits and pieces that fit together right when the moment happens :) I think the Doctor would have to tell Mac he wanted her to be his Chosen before he even had children for her to be that upset ;) We'll find out how old Mac is within the next few chapters ;) As for Midnight, definitely not Mac-lite and hopefully very different from past versions of it ;) Oh Mac is very aware of his guilt, I think it might be another reason she says some things she does, because she knows the guilt will get to him even more :(

Lol, I think people keep asking about mac and Time Babies because they hope I'll change my mind or that I'm trying to trick you all. There have been a few stories where I'll get the same sort of question over and over for a short time with the same answer :)

I can say that Donna will have a very big impact on Mac, whether it means she manages to save Donna or not, I can't say. But...she has promised and sworn to protect her though ;)

I've heard SOPA is back, but I've also read quite a few articles that say it's not actually a real thing and more a sort of pseudo-scam type thing :/

I'm glad you like the daily updates and that it brightens your day :) I sort of just write every spare minute I have :)

I've added the AU-9&Mac to my list of AUs to write, so we'll definitely see it happen one day in the future :)

I don't think Amy could help with the Time Babies or offering to carry them...she can't have children either :( And, we saw what happened to Amy just carrying a half-Time Lord baby (even if we don't know whether it was an affect of that or something Kovarian did to her), the potential is still there that it would be harmful to a human to carry a Time Lord child to term and possibly lead to their own infertility...I can't see Mac EVER doing that to another person just so she can have a child :(


	8. Turn Left

Turn Left

Trinkets.

THAT was the way to do it! It had taken him a while to come up with that, a longer while than it really should have, but that didn't matter because he'd finally worked it out! Oh the Doctor grinned to himself as he walked through a small oriental themed market on the planet Shan Shen. It was like an outdoor bazaar with people selling their wares, all of them so different and unique and interesting and he could see it.

Mac was _smiling_.

He'd finally done it! He'd picked a place that got her to smile. He'd been trying for ages to find a good one. He'd thought Planet Zog, the beach, a few other places, but this was the first one HE had picked that had gotten it right. Donna had picked the Leisure Palace, well, near enough, she'd asked for a day at the spa and that was the biggest one he knew of. Mac had seemed to enjoy that last one, but he really wanted to pick out one place that HE had done, one that would make her happy. He tried, he tried so much but…he realized he was trying to find places that she would have liked in her earlier incarnations and not the girl she was now. Once he'd realized that, he'd immediately known Shan Shen was the place, with all its little trinkets and items and things he knew she'd see as smaller components of a larger whole.

He could not be happier if he tried. He knew, ever since he'd spoken to Donna after Midnight, just how badly Mac was hurting. He hadn't realized it, really, the old her was so open, wore her heart on her sleeve and he could always tell what she was feeling from her expressions and mannerisms. But this wasn't the old her. He had finally gotten that through his head and now…he saw it, he saw everything he'd done wrong. He thought that she was just angry, that she didn't care, that she was just…bitter and raging and furious and yes, she was, but she was more hurt than anything, hurt and scared and this new her shut down when she was. This new her wasn't as open as her first self, she wasn't her first self, and when she was upset she put on a neutral mask, she went formal and professional instead of talking to him.

But now he knew, and now he knew what he had to do.

This was just the first step, the first of many that he was going to use to win her back. Because…he loved her, he really did love her. He had never stopped, he'd been truthful to Donna when he said that he did still love her. He hadn't ever stopped loving her, his wife was actually aware of it. He'd been completely honest with his wife on Gallifrey, told her exactly why he was activating the Contract, why he was choosing this life, and what it would mean for her. He knew it was terrible, he was being unfair to his wife, to force her into a relationship knowing he would never be able to love her. Luckily his wife hadn't found a Chosen and hadn't really felt the need for one. Those who were released from Contracts, if they never found a Chosen, so be it, they merely continued on with their lives alone, and to her, being married to someone was better than being alone.

She'd been content to marry him, knowing there would be, at most a mutual understanding and using of the other. His wife wanted to be a mother, he wanted Mac to have the best life she could…and that meant her marrying her husband.

He hadn't ever stopped loving her though. He'd kept away from her in the time leading up to his marriage because he knew, one single look from her, one moment between them and he wouldn't be able to do it. He wouldn't be able to marry his wife if he saw Mac again before that time, so he'd kept away. In a way, he'd been almost happy that she hadn't spoken to him after he'd married, it made it easier for him to stay with his wife, if just a little, it didn't make anything easier to watch her marry her husband though and he'd been hit with such a profound pain in his hearts and soul at seeing it that he knew it was how she'd felt at seeing him marry his wife. It hadn't helped either to know that he wouldn't likely get the chance to explain to her WHY he'd done what he had. He honestly wasn't sure he'd get the chance to tell her NOW either. She was just...so angry at him he doubted she'd believe him, he doubted she'd believe him about WHY he'd destroyed Gallifrey either.

He had been rather foolish to think that, now that the war was over, that they were together again, that they'd be given the second chance they'd never had on Gallifrey, that they could be together again. There was nothing left to lose, and…he couldn't give her up again, he _couldn't_. It had killed him to give her away to another man, he couldn't bear to do it again. He'd been stupid to think that she'd see him and they'd reunite and pick up where they'd left off before he'd crushed her hearts and destroyed her life.

Foolish indeed.

But he was determined to make up for it, in any way he could, "Oh!" he cheered, seeing a small booth selling warm beverages with white foam on top, recognizing it instantly as a sort of spicy hot chocolate, "You two are going to love this," he grinned, handing them each a cup, seeing Mac hesitate, "Trust me?" he asked her, before wincing as he realized what he'd said, "On this, at least, please?" he held the cup up higher and she slowly took it, his hearts thumping in his chest as their fingers brushed against each other, "One, two, three…"

They all took a deep gulp of their drink, Mac actually_ laughing_ as they all got foamy moustaches on their faces.

"It's lovely!" Donna smiled.

The Doctor looked at Mac, "It was…nice," she agreed.

He beamed at that, he knew that it was hard for her to try and be 'civil' to him. He knew that, deep down, she didn't mind the drink, she probably really enjoyed it, but…he understood more than anyone it was hard to be kind to someone you were angry with, someone you were hurt and betrayed by. He'd been betrayed by others in the past, he'd been angry. It took every ounce of his strength to be kind or 'civil' to a Dalek, but he did it, it took effort to push past that though.

She was trying at least, she was_ trying_, and that was all he could ask for.

They wandered down the aisles of the market, Mac and Donna walking ahead as the Doctor got distracted by some spiky fruits in a stall.

"You want to buy Shukina?" one of the other fruit owners called to them.

"No," Mac said firmly to her, before whispering to Donna, "Shukina on Shan Shen don't agree with humans."

"Or Peshwami?" the owner kept trying, "Most beautiful Peshwami in all of Shan Shen!"

Mac just waved her off and they walked on, Donna glancing back at the Doctor, talking to the fruit seller, and linked her arm with Mac's and continuing on.

"Tell your fortune, lady?" one of the other women called, sitting outside a small tent, "Your future predicted, your life foretold?"

Donna and Mac glanced at each other before laughing, as though they didn't get enough of the future with the Doctor around, "Ah, no thanks," Donna waved her off.

"Don't you want to know if you're going to be happy?" the teller continued to call, more to Donna than Mac.

"I'm happy right now, thanks," Donna smiled.

"You've got red hair. Reading's free for red hair."

Donna laughed, "Alright, then," she turned to head towards the tent, the teller standing aside to let her in.

But then the teller held up a hand to stop Mac, "One at a time."

"No," Mac shook her head, "If she goes in, so do I."

"One at a time, lady," the teller's eyes narrowed.

"Oi," Donna called, "It's fine, I'll just be in here."

Mac sighed, "I'll be right there," she pointed back to where a few odds and ends were displayed on a table, "Scream and I'll hear you."

Donna rolled her eyes, "It's just a fortune!"

"It's _spoilers_," Mac countered, even though she doubted that the fortune would be a real one.

"Come, come," the teller cut in, "Busy, busy."

Donna shook her head but disappeared into the tent with the teller, the teller dropping the curtain door behind her, Mac hesitating a moment before she moved to the table, her eyes on the tent.

~8~

Inside, Donna followed the teller to a small table and sat down, the teller moving across from her and taking her hand, tracing the lines of her palm with a rather long polished fingernail, "You're fascinating. Oh no, but you're good. I can see...a woman," she raised an eyebrow at that, "A very…angry woman, no…hurt," she nodded, Donna growing a little sad at that, "But there's also a man," she laughed, "The most remarkable man. How did you meet him?"

"You're supposed to tell me," Donna countered.

"I see the future. Tell me the past. When did your lives cross?"

"It's sort of complicated," Donna shrugged, a little confused as to why the teller was focusing so much on the Doctor and not equally on Mac, especially when she'd seen Mac first, "I ended up in his spaceship on my wedding day."

"But what led you to that meeting?"

"All sorts of things," she sighed, thinking about it, "But my job, I suppose. It was on Earth...this planet called Earth, miles away. But I had this job as a temp. I was a secretary at this place called H.C. Clements…" she lurched forward, almost as though about to be ill, before she recovered, "Sorry."

"It's the incense. Just er…breathe deep. This job of yours, what choices led you there?"

Donna blinked at that, considering it a moment, "There _was_ a choice...six months before. The agency offered me this contract with H.C. Clements," oh her mum had argued with her constantly about it, about her working for some man as a PA where she wanted HC Clements.

"Your life could have gone one way or the other. What made you decide?"

"I just did," Donna shook her head.

"But when was the moment? When did you choose?" she watched Donna intently, seeing an image play out in her mind, of Donna in a car, at a crossroads, turning left or right, "You turned left. But what if you turned right? What then?"

Donna shook her head and tried to pull away, startled that the woman knew that and realizing something was very wrong, "Let go of my hands."

"What if it changes?" the teller held tight, "What if you go right? What if you could still go right?"

"Stop it…" Donna breathed, seeing it in her head, seeing the blinking arrow flashing left…until she gasped, feeling something on her back, "What's that? What's on my back?! What is it? What…what's on my back?!"

"Make the choice again, Donna Noble," the teller hissed, Donna's head snapping back to her with a gasp at how she knew her name, "And change your mind. Turn right."

Donna blinked and looked down, feeling light headed, "I'm turning..." she whispered, seeing the blinking arrow clearer.

"Turn right. Turn right. Turn right. Turn right and never meet that man. Turn right and change the world!"

Donna closed her eyes as the arrow switched, now flashing right...

~8~

"We've got a situation!"

That was the beginning of the end.

For UNIT at least, that was the beginning of the end when it came to the fate of the world and what would become of Earth, though no one knew it at the time.

Mac looked up from where she was working in her lab, her searches having just gone off with a transport to earth. She'd just managed to track it to a star-shaped ship that appeared to be made of webbing, when the call went out. She knew what it was, the Racnoss, she recognized the webbing, the structure of the ship, even if she hadn't seen it, even if the Racnoss were meant to be extinct, they were still something that were taught to the young of Gallifrey, in their history courses, the ancient species that went to war with the Time Lords and lost. They all lost in the end, something she was sure had only added to the arrogance of her people in the end, made it so that they were more inclined to think they could handle the Daleks.

What arrogance.

Mac stood up and headed to the door of her lab, which was very close to the main headquarters of UNIT, as she wanted to be able to hear what was going on, be there at a moment's notice, but also have the privacy of shutting her door when she wasn't needed, "What's happened?" she asked, striding into the room. She was wearing all black today, a black blouse, black skirt, only her white lab coat was standing out against the color.

"We've got reports of a spaceship appearing over central London," one of the soldiers reported.

"It's not just a spaceship," Mac shook her head, moving over to one of the terminals and nudging the person working there aside to put in a small command, a connection between her computers and theirs, bringing up her own scan and footage of the ship, "That's Racnoss ship," she straightened up, "Highly shielded, very defensive, it'll start attacking in moments and…"

Just as the words left her mouth they could see on the footage as the corners of the web began to fire electricity at the unsuspecting civilians.

"What do we do?" Colonel Mace turned to her.

"Fire," she said instantly, "Racnoss are weak against fire, you need to send as much firepower as you can at that ship."

Mace nodded, "Arm the tanks!" he shouted to his crew, the base scrambling to get the call out to those of their peers that were already there, that were closer to the location than the base was.

Mac watched for only a moment, her gaze flickering back to the ship a moment before she turned and strode into her lab once more. She closed the door and hesitated a moment, before heading to her computers and running her programs. She flipped through security feeds till she reached it, the base of a Torchwood facility, where a large hole in the ground was filling with water, flames and fire everywhere, the Racnoss raging and screaming…but above all that.

She saw the Doctor, standing there on a stair's platform, watching with the dark rage in his eyes that she'd only ever seen when he was angry at the world for taking someone important from him. She watched solemnly as the Racnoss teleported out, the room starting collapse under the fire and water swirling in it and…

She flicked off the monitor when she saw the stairs break and the Doctor topple over the edge and into the raging waters below.

She panted a little, feeling herself shaking, feeling her hearts racing and tried to calm them down, tried to stop them, she had to. She should NOT be affected by the plight of the Doctor, not after everything he'd done to her. She should be happy…so why did she feel like her hearts were tearing apart?

"FIRE!" she heard someone shout and looked to a second monitor that had the web in sight, and watched as tanks rolled to a stop, both of them firing at the web-star, taking it down in a mass of fire and flames, "Everyone stay back. The Thames has been closed. Return to your homes! Keep away from the river, and that's an order."

Mac swallowed hard and frowned when she saw a ginger woman running towards the crowd of people gathered to watch the display of UNIT's prowess. That…was odd for a human, in the event of an attack like that they ought to be running AWAY from the carnage, not towards it. The woman didn't even look curious or like she wanted to see what was going on, it was more like…something was compelling her to go there.

She turned to that computer fully and began to type in facial recognition programs, capturing images of the woman's face to keep with her records incase they came across that woman again. She watched as the computer ran the program, as the woman walked around a small jeep, towards a back area where a lone UNIT soldier was standing.

"Trap 1 to Greyhound 15," she looked over, hearing the audio echoing, realizing that it was the actual report coming in to the soldier over the broadcasts for the UNIT radios, "What is your report? Over."

"From the evidence," the boy on the screen remarked, "I'd say he managed to stop the creature," Mac held her breath, knowing they were speaking of the Doctor, "Some sort of red spider. Blew up the base underneath the barrier, flooded the whole thing. Over."

"And where is he now? Over."

Mac closed her eyes, not sure what she was praying for.

"We found a body, sir. Over."

Mac let out her breath and stood, staring down at the screen where a body on a stretcher, covered in a red blanket, was being wheeled over.

"Is it him?" UNIT asked, "Over."

"I think so," the boy nodded, "He just didn't make it out in time."

Mac shook her head as she watched an arm in a brown pinstripe suit, a familiar suit, fall over the edge of the stretcher, dropping a sonic screwdriver to the ground, and stumbled back from the footage.

"The Doctor is dead."

She closed her eyes, turning her back on the footage and leaning against an island in her lab, her hands braced on either side of it, trying to breathe. Why did it hurt? Why did it hurt that the man who had hurt her so badly was dead? It shouldn't, she should be glad for it, she should be happy…but she wasn't. It hurt her, it hurt her _so much_…

"Must have happened too fast for him to regenerate."

"Escort the ambulance back to UNIT base," the UNIT representative ordered.

Mac winced, hearing the doors of an ambulance shut and opened her eyes, she looked at all the objects lying uselessly on her table, and reached out, shoving them all off and onto the ground, not even caring if one of the samples from Science might be some sort of new virus or something, she just…it was _useless_, all of it.

She closed her eyes again, bowing her head, trying to get a grasp on her emotions, when she heard someone speak and her eyes snapped open at the familiar voice.

"What happened, what did they find?"

She turned her head to the monitor to see none other than Rose bloody Tyler had appeared and just…stared. That was impossible! Rose was trapped in a parallel world!

"Sorry, did they find someone?" Rose looked at the ginger woman.

"I don't know," the woman shrugged, "Um, bloke called the Doctor or something."

Mac swallowed hard, willing her hearts to_ stop_ zinging her with a pain at that.

"Well, where is he?"

"They took him away. He's dead," Rose turned and stared at the woman, "I'm sorry. Did you know him? I mean…they didn't say his name...it could be any doctor."

"I came so far…" Rose breathed.

Mac shook her head fiercely, clearing her thoughts and rushed to the computer, starting to type in another program, scanning Rose, tracing anything that might be off about her, needing to know how the girl had returned and what that could mean for the Universe that she had.

"It could be anyone," the ginger woman reached out to touch her arm.

"What's your name?" Rose asked.

"Donna. And you?"

But Rose didn't answer and Mac's fingers froze, she could hear a sort of clicking noise but there was nothing on the monitor that could be making it. Rose seemed to hear it as well though she stared at that Donna woman's shoulder, "Oh, I was just... passing by. I shouldn't even be here, this is...wrong."

"No, is it?" Mac muttered to herself, if Rose knew it was wrong, then why was she there?!

"It's wrong. This is so wrong. Sorry, what was it? Donna what?"

"Why do you keep looking at my back?" Donna stepped back and Rose's eyes shot up to her face.

"I'm not."

"Yes, you are. You keep looking behind me. You're doing it now," she tried to look over her back, not seeing the flash of light that Mac had when Rose disappeared before her very eyes, "What is it? What's there? Has someone put something on my back?"

Mac watched as Donna looked around a moment, before turning to walk off, stared at the screen as her jaw clenched, knowing what was going to be happening next. Rose Tyler, she'd make her way to one of the Earth facilities that knew about aliens, and Torchwood was out of the question given her last experience there, so that left only UNIT. Rose Tyler was on her way there right now…

And Mac was trying her very best to get enough control of her thoughts just from that realization to try and NOT kill the girl when she got there. Of all the Doctor's companions, she could tell Rose would be the one most likely to worship the ground he walked on, defend him to the death, all for the sake of 'love' as she likely thought it to be. She didn't care what reason Rose might have to defend the Doctor, she had seen what the girl was like when she felt there was a threat against him and she, unfortunately, represented more than one. She was a Time Lady, which meant more compatible for the Doctor in Rose's mind, the one most likely to take him away from her. She was also the one most angry and most likely to insult him and Rose, she was sure, would be the first to jump to his defense and fight her about it.

She could already feel the migraine forming as she rubbed her temples.

She looked up, stopping her ministrations, when a ping went off, the result of the facial recognition, revealing the identity of the ginger woman.

Donna Noble.

~8~

"What the hell was that!?" Colonel Mace shouted as the entire building shook, as though some sort of explosion had gone off, half the soldiers rushing to the windows to look out, spotting a black cloud over where a hospital had been in the distance.

Mac, however, was sitting in her lab, an oversized dropper in her hand, not reacting at all with the panic that the humans were. She merely closed her eyes and shook her head a moment, before she placed the dropper down and moved to her computers.

"I thought you were supposed to be keeping an eye on things like this," a voice said behind her.

Mac's jaw tensed, "And I thought you were supposed to be responsible enough to handle that key that used to be burning a hole in your pocket," she countered before glancing over her shoulder at her, "The Doctor would be disappointed in you just handing it over to UNIT, Rose."

Rose Tyler crossed her arms as she narrowed her eyes at her, "Well I don't have to worry about that, do I?" she muttered, "You took the key from me and the Doctor's dead," she swallowed and glanced at her, "Can we really bring him back?"

"I'm not sure," Mac turned back to her computer, "I'm not sure I entirely believe you," she muttered, "You claim he should have been alive, that this Donna woman was meant to save him…" she shook her head, "If she was, then why wasn't she there?"

"I dunno," Rose whispered, "But I told you Mac, my Universe was running ahead of this one. The readings we got, the times we could crack through the walls to peek in…I SAW Donna there, with him, facing Sontarans and I saw the Doctor, alive, in some shuttle. I MET Donna before all this even started, when she first started to travel with him, he WAS alive when the Adipose invaded. Donna saved him from the Racnoss. Why won't you believe me and HELP?"

Mac rubbed her temples a moment, "Because you're human and you're desperate to get the Doctor back and I can't trust that you're not just making all this up in a bid to see it happen. You'll do anything to get back to the Doctor, you've proven that. I can't have you altering the timelines just for the sake of saving him. You don't understand the consequences of using the TARDIS like that."

"Not much I can do with the TARDIS," Rose remarked, biting her tongue not to say something, "It's dying isn't it?"

"Yes."

"How much longer has it got?"

"As long as I'm alive for," Mac shrugged, "The TARDIS, when one pilot dies, in a bid to stay alive, will latch onto the lifeforce of the nearest Time Lord to cling to till it can be returned to Gallifrey for a reset. It can't be returned now so the TARDIS is just clinging to life."

Rose was silent at that, "I DO know the consequences of using the TARDIS to change time you know. I…my dad…"

"Nearly causing the destruction of the Earth once because you saved his life doesn't mean you're aware of every single drawback time travel can afford Rose."

"I travelled with the Doctor," Rose began, "I learned about time travel."

"I went to school with the Doctor," Mac turned to look at her over her shoulder, "It took us a century to learn about it. What you _might_ have picked up in two years in no way makes you an expert on time travel."

"I took in the Time Vortex," Rose tried again.

"And ended up committing genocide against the Daleks, bringing back an unstable, living, temporal anomaly, and killed the Doctor," Mac countered dryly, "You are not painting a good defense for yourself."

"Well…I…"

"Please stop," Mac turned back to her computer, "I have work to do, figuring out what that was and why the Royal Hope Hospital has disappeared."

Rose was silent, she…could admit that she didn't really look much into the life of the companion that came after her. She really only knew her name was Martha Jones and that was really it. She'd just…when she'd met Donna after the Adipose, she'd realized the woman was going to be travelling with the Doctor…and she'd looked into it, whether she was the first after her or some other number. She'd found out about Martha, about how Donna had technically been right after her but she didn't travel with the Doctor, not really.

She felt bad now, because she couldn't say anything about what would be coming from Martha's time with the Doctor and that…didn't look good for her case. They were waiting for something that she'd spoken of to happen before they could act. Well, Mac was. The woman seemed to think she was obsessed with the Doctor or something and on some sort of mission to bring him back. She had no idea how she was a Time Lord, the Doctor would have run into it and done as she'd said. But then again, she wasn't sure if that was how all Time Lord were, more like Mac or more like the Doctor.

She'd noticed Mac had…a lot of anger towards the Doctor, at times, she'd catch a small snide remark against him but…for the most part, Mac seemed almost in shock that he was gone. It had tempered a lot of the anger she could see inside the woman, more like she was trying not to speak ill of the dead than genuinely thinking the Doctor was as good as she said.

Mac typed away at her computer, thoroughly ignoring Rose as she sat behind her. It…irritated her, how Mace had all but ordered her to 'babysit' the girl. Mace seemed more inclined to believe what Rose had said but she knew she couldn't take that risk. Timelines, the timelines she'd been monitoring since Rose had first said that this Donna woman had saved the Doctor, were fragile, MUCH more fragile than they should have been. They were all tied to Donna as well, not that she was about to tell Rose that just yet. She needed to see if any of the events Rose talked about came to fruition first. If the Adipose arrived, if the Sontarans attacked, then she'd know Rose was speaking the truth and that the Doctor should have been alive.

But till then, she had to wait.

She sighed as she spotted an aerial view of the hospital, or where it was meant to be, now it was just a large crater near the London Eye. She zoomed in on the image, eyeing the pipes and wires on the ground, it wasn't destroyed, there would have been more debris, the wires would have been fried, the pipes burst more than they were, no…it looked like the hospital had just been cut out of that area, scooped up into the air and…

"Hold on…" she breathed, spotting a sort of coil hidden in the bushes.

"What is it?" Rose hopped off the small desk she'd been sitting on to go over to her, leaning in to see.

"That there," she pointed, "It's called a plasma coil. It builds up atmospheric pressure to enable an H2O scoop, it's so slow building my scanners didn't pick it up. I'll have to work on that," she added in a mumble, "But the point is, that there's only one species that uses plasma coils like that."

"And what's that?" Rose called as Mac pushed herself up and headed out of the lab.

"Judoon," she replied, heading for Mace, "Colonel Mace, I've identified the alien species that has seized the hospital," she informed the man, "It's a race called the Judoon, they've taken the hospital to the Moon."

"And how do you know that?" Rose had to ask.

Mac's jaw tensed, "Miss Tyler, I'm aware that you have blind faith in the Doctor and if HE had been the one to say that, the first words out of your mouth would have been, 'let's go to the moon then,' or some other rubbish. I would very much appreciate it if you would cease questioning me at every turn."

"Agent Mackenzie," Mace called, pulling her attention back and giving her a look to go on.

"The Judoon are the only species that utilize a device called a plasma coil," she explained, "And the only reason they would seize an object from one planet would be because they needed to investigate. To do that, they'd need to bring it to a neutral area, the moon. They don't have any jurisdiction over the earth so they needed to move the hospital OFF the planet so that they can enter it."

"But why do they need the hospital in the first place?" Mace frowned.

"At a guess?" Mac shrugged, "There's likely some sort of alien fugitive inside that they're trying to capture. For them to need a full investigation and the time to search the hospital…I'd wager that it's a shape-changer, someone playing human or at least appearing so. They'll go through every single person in that hospital and catalogue them."

"And they'll find the shape-changer and return the hospital then yeah?" Rose smiled, "So…nothing to worry about too much?"

"No," Mac deadpanned, "See, this is what happens when you spend too much time around the Doctor's optimism."

Rose frowned, "But you said they were only going to look for a shape-changer. Why would they keep the hospital after they found it?"

"I said they'd _look_," Mac emphasized, "Humans, when you get scared, you get violent. Someone attacks a Judoon, it's an immediate death sentence AND execution," she turned back to Mace, "If they find the shape-changer they'll assume that the hospital was a willing accomplice in hiding her and obliterate it AND all the humans inside."

"Good lord!" Mace breathed.

"You're still not seeing the worst of it," Mac turned and moved to a terminal, pushing another agent aside to bring up an image of the hospital from before it was taken, "You see the size of this building? The capacity of it?" she looked at Mace again, "It would need to be moved in a shell, a protective shell to keep people alive for questioning. But it won't last long. The time it would take the Judoon to find the shape-changer, the size of that hospital and the air contained in that shell?" she shook her head, "They'll run out of air before the Judoon can finish."

"So what do we do?" Rose shook her head.

"Leave it to me," Mac turned and moved to a back room where they knew the TARDIS was being kept.

"Oi! Wait for me!" Rose ran after her, "I'm coming with you!"

"No, you're not," Mac didn't even slow her stride.

"Yeah, I am," Rose grit her teeth, Mac NEVER let her do anything and she was fairly certain it was because she was the Doctor's companion and she thought that she'd 'muck it all up' like he did…she'd actually SAID that once.

"No, Rose," Mac turned to her, "You're NOT."

"Why not?"

Mac gave her a look, "Did you NOT just hear me say that the amount of air up there is limited? Add another human and it'll use up the air faster for the others. YOU might even suffocate."

"And what about you?" Rose scoffed, crossing her arms, not at all happy that she couldn't go but not willing to admit that Mac had a point, "Aren't YOU going to use up air?"

"I'm a Time Lady," Mac reminded her, "We don't need as much air. I've got a bypass system that lets me breathe better than you. I'M not in as much danger and I'm not about to let any other human try and go up there."

"But…"

"Miss Tyler I do NOT have the time to stand here and argue with you!" Mac snapped, "I am not the Doctor, the puppy dog eyes will NOT work on me nor will your whining endear you to me. If you hadn't realized, UNIT is NOT the only alien-aware organization out there. It will only be a matter of time before Torchwood or Sarah Jane decide to try and get up there and help and no matter what they are, the Doctor's companions or not, I will not see more human lives end."

Rose finally remained quiet as Mac stepped into the TARDIS, using the key she'd taken from Rose herself, and shut the door behind her, leaving her to watch as the box slowly started to fade in and out of existence, sounding far sicker and taking far longer to do so. She swallowed hard, knowing that it meant that the box was losing strength and fast.

~8~

It was a solemn mood that settled over UNIT as they sat there in their headquarters, watching the reports, glancing back at the lab where Mac had locked herself in moments before they'd heard quite a lot of test tubes and beakers shattering.

"To confirm," the BBC news reporter was stating, "The Royal Hope Hospital was returned to its original position, but with only two survivors. The only people left alive are medical students Oliver Morgenstern and Martha Jones."

The image cut to a clip of Martha being taken into an ambulance, an oxygen mask on her nose, alive but unconscious as a young man with sandy hair stood next to her watching as his friend was taken away, tears in his eyes, before it cut back to just Oliver speaking, wrapped in a red shock blanket, "There were these creatures...like...rhinos, talking rhinos, in…in…in black leather. There were hundreds of them. We couldn't breathe. We were running out of air. Martha she…she tried to give me the last oxygen tank. But…but this woman told us to share. She…there was this woman who took control who said she…she knew what to do, said she could stop the MRI or something…I…I don't know her name. She…she was tall, with…with brown hair in a bun and a white lab coat on. I…I thought she might be another doctor but she wasn't there when we…when we got back."

Rose closed her eyes at that, they'd gotten a message from Mac, sent via the TARDIS, that Sarah Jane was attempting to get into the hospital and to contact her to tell her to stop. All her attempts were sending energy pulses at an MRI machine that the shape-changer had turned into a bomb and it was cutting her time in fixing it. They'd immediately done so, contacted Sarah Jane and explained that there was a Time Lord taking care of it.

Mac had been too late though. From the report she'd given Mace before barricading herself in her lab, she'd arrived as the air was already dwindling, the TARDIS too weak to make it there earlier. She'd strode through the hospital, right to the Judoon and demanded they scan her. When she'd come up as non-human she asked them to identify her species, which had called for a higher scanner setting. Upon being identified as a Time Lord she told them she knew where the shape-changer was and led them off. The TARDIS had picked up a spike in energy in the MRI room and she'd led them right to the old woman, a plasmavore apparently.

The woman had had two leather slabs, like drones, with her. One had stood guard, the other had acted as a scout and alerted her to the increase in the scans, which the Judoon had begun to do on their own when they'd catalogued every person but still found no shape-changer. Most people would assume that, if there was no shape-changer there, then there never had been and that they were wrong and to return the hospital. But Judoon were thick. If they hadn't found a shape-changer, it was because it was a different sort than they first assumed, a plasmavore or another similar species could assimilate to seem human if they took the blood or DNA of a human into them, which meant a higher scanner. Judoon, to them, just because there appeared to be no shape-changer, it didn't mean there WASN'T a shape-changer there.

The plasmavore had begun to turn the MRI into a bomb when Mac landed and brought the Judoon to her. She was caught, her and her slabs disintegrated. The MRI machine going off was enough proof to the Judoon that the hospital HADN'T had a hand in willingly hiding the woman otherwise she wouldn't be destroying it and they'd left…with the machine still going off, which meant that the Judoon couldn't return the hospital till it had been shut off. It had been left to Mackenzie to try and stop it, which she'd managed to do, but it had taken her more time than she'd have liked and, by the time she'd managed to make it out of the room, the hospital starting to be prepared for its return…most of the occupants were already dead.

Rose glanced at the lab a moment before she got up and walked out of the room, looking at the device on her wrist, a sort of connection to her transport device in her own parallel universe. She lifted it to her mouth, "I need another jump," she called into it, knowing that she had to be quick, she had to do this before Mac reemerged, and knowing that Mac would likely kill her for sharing the information she was about to give when not even the Time Lady knew what it was that was coming with the replica _Titanic_, "Take me to Donna Noble."

A moment later…she disappeared in a flash of light.

~8~

"What is that!?" Captain Prince gaped as an image appeared on their monitors, Mac's scans picking up a very real, very imminent threat to the Earth.

What looked like a replica of the _Titanic_ was falling towards the earth, towards London itself, no…not just towards London, towards Buckingham Palace.

"Get the Queen out of there!" Mace ordered, barking it to another UNIT member who immediately called up the line for the Queen, the private line that only UNIT had access to, well, UNIT and the Doctor, he'd given it to them, "Agent Mackenzie!" he called.

"I know!" Mac rushed out of her lab, "I've been monitoring the ship, it was just passing by, but it was struck by meteors and it lost control, it's falling towards us, I know!"

"Can you stop it?" Rose gasped, watching as it came closer and closer.

"I can't," Mac swallowed hard, "The TARDIS is too weak to be able to lock onto an object falling that fast, I can't teleport on for the same reason. If we try to have Torchwood or the _Valiant_ take it out, it'll shatter into pieces and it'll fall EVERYWHERE instead of to just one area, the whole of the Isles will be destroyed instead of just London."

"Do you _hear_ yourself!?" Rose stared at her, "You're telling him to choose London or the entire country!"

"And how is that different than your claims of the Doctor being in Pompeii with Pyroviles?" Mac shot her a withering look, "He would have had to choose between Pompeii and the world, Rose, so don't you DARE try to make me seem worse than him."

"Get the Queen out!" Mace shouted again.

"It won't help," Mac told him solemnly, "That ship hits the palace, it's a bomb, it'll take her out before she can get somewhere safe like us."

The UNIT base was heavily fortified against such a thing, a bomb, unless it was right on top of them, they could withstand, they were one of the few that could. They would be safe…everyone else…not so much.

"Just be thankful some idiot didn't suggest feeding the engine containment field back into the core of the nuclear storm drive," Mac muttered, only to have them stare at her and forcing her to realize they couldn't identify the type of ship like she could, "It would be a much bigger boom, wipe out all life on earth as it would contain the fuel already leaking out. This…" she sighed, closing her eyes, "This will just take out London."

The room fell silent, watching it draw nearer and nearer to the palace.

"I'm sorry," Mac whispered before the ship hit and an enormous blast shook the room into darkness.

~8~

It had been hell after that, for most of those who had lived in London and thought to take a nice trip to the country for the holidays, all of them had had to be relocated to new homes and share them with many other families, like the Noble family Mac knew. Oh she had given Rose hell for giving Donna that warning to get out of London for Christmas, the woman trying to manipulate future events, but now…now Mac was considering that it may have actually been a good thing. With each alien presence, with each major event to occur on Earth, the timelines around Donna got stronger, more saturated, more present. It was a clear indication that there was something about the woman that was affecting the events around them.

Mac knew as well, that Rose had been telling the truth now. The Adipose had arrived on Earth, just like she'd said they would, but this time they'd latched onto America instead of England and America hadn't had as much alien experience as England had. They hadn't realized what was happening till it was too late and over 60 million of their people had been killed via the Adipose births, dissolving into numerous blobs of fat.

Mac had tried to contact the American governments, to warn them, but they had no knowledge of Time Lords, nor did she have the connection of Harriet Jones to help her speak to them. With all the chaos in England too she'd had little time to focus on scanning the world for alien activity. Her main focus had always been London, been England, she hadn't even realized the Adipose had landed in America till they'd gotten news reports of how a new weight loss craze was sweeping through the country and she'd seen the woman Rose had described as Mrs. Foster speaking. It had been too late though.

It had gotten even worse when, just as Rose had said, the ATMOS began to malfunction. Mac had tried to get her hands on the devices when they'd been introduced. But due to the state of emergency, they were rush produced and not even allowed to be tested by UNIT. The government had stepped in and prevented UNIT's interference, she hadn't been allowed access to one and so, when the gasses started to spray out of the devices, they knew it would only be a matter of time before the Earth was consumed, and with Mac having no access to most of her lab, now that a majority of the resources UNIT had to offer were being devoted to military efforts instead of research, she couldn't analyze the gas or try to come up with an antidote to it.

Rose had told her what the Doctor had done to fix the problem in the other reality, and so…she'd had to resign herself to building a sort of atmospheric converter…one that Rose had not had an issue reminding her looked nothing like the one the Doctor had made and hadn't been made of the same parts the Doctor had made it out of and that the Doctor had gotten materials from Luke Rattigan himself and…she'd had to order the guards escort Rose out of her makeshift lab till she'd finished her creation. It…was very, VERY basic, made out of odds and ends that were lying around UNIT more so than actual items that would likely ever be used to build such a thing. But that had always been her specialty, making complex items out of the most simple.

She and Rose had devised a plan, one she wasn't entirely happy with but there was no time to come up with a better one. SHE would see to the Sontarans, to the atmosphere, while Rose went to confront Donna and try to convince her to come to UNIT. She wanted to run a scan on the woman to see if she could track the timelines back to the moment everything had apparently changed and see if she could get time back on track. The timelines around Donna were getting thicker and she knew it meant all the events were getting farther and farther off track from how they originally should have been.

So it was up to Rose to try and get Donna to listen, and it was up to Mac to help save the planet, stop the Sontarans, and keep one Captain Jack Harkness and his bloody Torchwood out of it. Luckily though, VERY luckily on their parts, Captain Jack had agreed to back off when Mac hacked into Torchwood's system and introduced herself as a Time Lady and told him SHE was on it and to NOT interfere. Jack had been, understandably shocked to see that there was another Time Lord out there but he also knew about the Doctor's death, word had spread across all those who dealt with aliens about it. But no one really knew she existed, which was how she wanted it. She preferred the shadows as opposed to the Doctor's spotlight.

Rose had even managed to get through to Donna as well though Mac was less than pleased to have the blonde refuse to say what she'd told Donna. She needed to make sure that she hadn't let anything too large slip to the ginger but Rose was being tight-lipped, only saying that if it worked, then it worked, if not then it wouldn't matter what she'd said would it?

Right when the stars started to disappear was when Donna Noble came to UNIT.

And Mac was ready to rip her hair out...and strangle Rose with it the moment she saw the blonde striding purposefully into the large warehouse that they'd been forced to call their base now with Donna trailing after her. There wasn't much in the warehouse, just the TARDIS, a wire or two trailing into her to keep a monitor on her statistics and energy levels, to help the UNIT scientists (more like Mac alone) keep track of the temporal fluxes that were going on and getting worse.

Rose had nearly given UNIT the key to the TARDIS, she'd nearly given the humans access to complete Time Travel centuries before they were meant to have it. Even JACK had scolded her for it when Rose had seen he was alive and demanded to speak to him…oh Mac had muttered a slew of curses in Gallifreyan for that, a human demanding something of HER when she had no right to do so. When she was neither a member of UNIT nor a part of this universe any longer since she'd been listed as dead after the Battle of Canary Warf. But she'd allowed it, curious to see what Jack's reaction to the change in the 'sweet, innocent, Rose' would be…she'd been very proud of him. For all his flirting and innuendo, he was still first and foremost a Time Agent and WELL aware of the laws of time. For Rose to give UNIT access to the TARDIS like that…it was not a good thing at all.

But luckily SHE had taken the key off of Rose before she could just hand it over like it was just a key to a locker instead of a key to one of the most powerful and advanced time travel capsules in history. Rose had gone on a rant about how it was HER key and the Doctor had given it to HER and she should be allowed to do with it what she pleased…and Mac had, in no uncertain terms, called her a child for sounding just like one, that she could 'do with it as she pleased' did not mean just handing it over when she wanted. There were_ responsibilities_ that came with time travel and clearly she didn't understand that, and if she couldn't…then she was not mature enough to handle having that key.

SHE had been the one to tend to the TARDIS, she refused to allow anyone save the Captain of that particular UNIT branch and Rose into the box. It was the absolute last TARDIS in the Universe and even if it was the Doctor's she was going to take care of it, fix it, cherish it, and treasure it the way it deserved. She knew that the more time she spent in the TARDIS the easier it would be for the box in question to hang on. The TARDIS was latching onto her life force as the last Time Lady in order to cling to life itself. It was easier to maintain the connection when she was closer to it.

She was starting to think that Rose was getting irritated by it though, by how the light of the rotor brightened when SHE entered the box, how it managed a weak rise and fall, how the monitors flickered on just for her when Rose could be in there for hours and it would just stay dark and unmoving. It was almost like Rose thought the box should be more affected by her given she'd travelled in it but it really had nothing to do with length of travel but shared history, she was a Time Lady and the box was a TARDIS, they were always stronger when together. But even she could see the TARDIS getting weaker. She'd managed a trip to the moon and back, a short hop relatively speaking, but after that…the TARDIS could barely manage to move a few feet. She knew though, despite Rose insisting that if they redirect power or something like that that the TARDIS could make a few more trips, they couldn't do that.

She'd been watching the timelines around Donna get thicker and stronger and she knew it would take more and more of the TARDIS's power to try and get the woman back where she had to go. They needed to save every bit of power that they had and Rose didn't seem to realize that the TARDIS wasn't just a machine that needed a boost in power but a living creature despite the Doctor having told her that the boxes were grown not built.

"Loadstone testing now at 15.4," a voice called over the speakers, pulling Mac from her thoughts but forcing her back to the reality that Rose had returned, "Repeat: 15.4."

She wasn't so irritated that Rose was back, the girl had been helpful. But…the more and more she spoke to Donna on her own, especially after the last time, she seemed to think she had more of a say in what happened. Like it was only HER efforts that had gotten Donna to agree to come to UNIT and that it meant SHE knew what she was doing.

Mac wanted to slap her.

"Ma'am," Captain Magambo, the UNIT captain for the branch, saluted Rose the moment she'd seen her.

"I've told you, don't salute," Rose huffed at the woman, irritated, though Mac rolled her eyes, there was a TINY bit of pleasure she could see in Rose at being saluted like that.

"Well, if you're not going to tell us your name…"

"What, you don't know either?" Donna turned to Magambo.

"There's too many different realities," Rose shrugged, turning to look at the computers beside her, as though studying their readings though Mac knew she had no idea what all the numbers flying through the screen meant, "Trust me, the wrong word in the wrong place can change an entire causal nexus."

"She talks like that," Magambo warned Donna, "A lot."

"And to people who actually understand what the causal nexus is, she sounds like a complete idiot when she does," Mac strode over, seeing Rose about to try to tamper with one of the computers, clearly trying to come off to Donna s someone who knew what she was doing, and promptly grabbed her wrist, "I've told you not to touch my computers a hundred times," she warned the woman.

"Who are you then?" Donna eyed Mac, feel like she…sort of knew the woman, from the glasses on her head to her pencil skirt, she seemed…familiar.

"Agent Mackenzie," Magambo introduced, "Of UNIT. And you must be Miss Noble?"

"_Donna_ Noble," Mac corrected.

"Captain Erisa Magambo," Magambo turned to the ginger and shook her hand, "Thank you for this."

"I don't even know what I'm doing," Donna shrugged.

Mac blinked and turned to Rose, "You didn't tell her?"

Donna frowned and glanced between them, "What was she supposed to tell me?"

Mac just rubbed her head, "You're worse than the Doctor in keeping things from people. That's what gets them killed," Mac froze when she realized…Donna hadn't reacted to the thought that she might be killed in this, and looked at Rose with barely contained dread, "What DID you tell her?"

Rose just shifted, "Is it awake?" she asked instead.

"It seems to be quiet today," Magambo cut in, seeing Mac about to speak, seeing the Time Lady growing steadily angry at the blonde, "Ticking over. Like it's waiting," she looked over at the TARDIS.

Rose looked at the box too, crossing her arms, trying to not notice Mac's eyes starting to narrow at her, "Do you want to see it?" she turned to Donna.

"That is NOT your box to show people into," Mac grabbed Rose's arm, glaring at her fully now for how she was just striding about like she was in charge. So far she only had Rose's word to go on and the timelines clinging to Donna, but she did NOT know this woman, she didn't know what she was or who she was or what she did beyond saving the Doctor when the Racnoss attacked apparently, and here was Rose about to just let her wander into the time travel box.

"It's not yours either," Rose countered, pulling her arm out of Mac's grip.

"Why would I want to see a police box?" Donna shook her head, thinking them both barmy for being that defensive over a wooden box.

"They salvaged it from underneath the Thames," Rose glanced at her, but Donna just blinked blankly at her, not quite catching the reference.

Mac pinched the bridge of her nose for this, "Fine…take her in."

"What for?" Donna asked.

"Come on Donna," Rose offered her a smile and led her to the slightly cracked open doors of the TARDIS and knew Mac had to have just stepped out of it a moment before they'd arrived for it to still be open. She pushed the doors open more, allowing Donna in, waiting outside for Donna to see what the hubbub was about.

"NO…WAY!" they heard Donna cry from inside, Mac keeping a firm eye on the woman through the doors that she wouldn't touch anything.

Rose smiled as Donna stepped back out, rushing around the TARDIS, checking the true size of it all, before she stepped back in to the darkened space. Mac stepped closer, standing on the other side of the door from Rose, watching the woman walking around.

The TARDIS was a sad sight to behold at the moment. Dark, dim, the rotor providing the only light and even that was weak at best. But it was pristine, well kept, exactly like it had been all those years ago when the Doctor had first left it beneath the Thames. Mac had refused to allow them to enter it or tear it apart for their research. Anything they wanted to know about time travel or the TARDIS they'd have to get through asking her and she was tight-lipped about that. And, given how little she slept, they had a hard time sneaking into the TARDIS. All she had to do was lock herself inside it and the TARDIS's walls would keep anyone out till she left so she could sleep when she had to.

"What do you think?" Rose asked her as Donna stepped back out.

"Please, don't say 'it's bigger on the inside,'" Mac held up a hand a moment, "I've heard it from every single member of UNIT so far," just because she didn't let them in, didn't mean they couldn't look from the doorway.

Donna smiled a bit at that but…felt oddly like she'd already seen it all before, she wasn't as shocked as she felt she probably should be seeing it, "...can I have a coffee?"

~8~

Mac was standing by one of the monitors of the TARDIS, checking for herself how the box was doing, how she was faring in saving her energy for what was to come, and running a few other scans. She favored running scans IN the TARDIS because the monitor automatically came up with Gallifreyan and that was one language that the old box NEVER translated. Which meant Rose finally couldn't claim she was interpreting the results better than Mac when the human didn't know what the results were even saying.

Speaking of Rose, she and Donna were slowly taking a walk around the room, around the console, Donna with the coffee in hand.

"Time and Relative Dimension in Space," Rose recited, "This room used to shine with light..." she looked up at the rotor, "I think it's dying."

"She's still got plenty of life left," Mac countered, reaching out to touch the rotor's casing, Rose's small smile falling when she saw the light get a little brighter for Mac's touch, the rotor itself rising and falling slowly, "TARDISes always want to help."

"And the…TARDIS…" Donna began, trying to get the pronunciation right, "It belonged to the Doctor?"

"It belongs to the Time Lords," Mac glanced at her, "But it chose the Doctor for her pilot, yes."

"Time Lords?" Donna shook her head.

"The Doctor and…and Mac," Rose gestured at Mac, "They're Time Lords. Last of their kind."

Mac swallowed and looked away, back at the monitor as Donna glanced at her with pity, understanding what Rose was implying, Mac was the last one left now.

"You're not a pilot then?" Donna asked her.

"No," Mac answered, "I could have been, if our planet was still around, I could have reset the TARDIS and taken over, but…that's impossible now."

"Why?"

"Donna," Rose shook her head, telling her it was best not to ask that.

Donna let out a little huff at how little she was being told, "So if that Doctor's so special, what's he doing with me?"

"He thought you were brilliant," Rose shrugged simply.

"Don't be stupid…"

"Don't you be either," Mac called, sending Donna a firm look.

"You really are brilliant though," Rose added, "It just took the Doctor to show you that, simply by being with him," she smiled in memory, looking at the rotor, "He did the same to me. To everyone he touches."

Donna glanced from Rose's dreamy and faraway expression to Mac's roll of her eyes and back to Rose, "Were you and him..."

Rose was silent though, she…she honestly couldn't say. They'd never officially said anything and…and she doubted he even knew another Time Lady was out there. According to the files she'd been able to see Mac had been with UNIT for…a very long time. The Doctor hadn't even glimpsed her during the first Slitheen incident when they'd gotten involved. She…she was worried, though she never said it, of what his thoughts on HER would be if he ever learned about Mac. She was torn as well because…if they got the timelines right, then the Doctor would be with Mac again, he'd know who she was and…she was scared of what she'd find when she saw him again, with Mac right there, the woman being a Time Lady and her just a human.

But she shook herself out of those thoughts, the Doctor loved humans more than anything, favored them above his own people at times. That had to be true for her and Mac as well. He'd want the woman with him solely to not be the last Time Lord again, but…he'd want HER there because, out of millions of humans, he'd _chosen_ her.

Rose felt her attention drifting, seeing Mac glance up as they both heard a faint clicking noise coming from Donna's shoulder. She looked at it and reached out to brush her hand on Donna's jacket, "Do you want to see it?"

"No," Donna said immediately, having caught glimpses of a black…insect…thing…on her arm at times and really NOT wanting to see it fully.

"Then you don't have to," Mac nodded.

"Mac," Rose turned to her, "We need to identify…"

"What do you think I've been doing standing here Rose?" Mac cut in, "I know what the creature is," she pointed at a scan, knowing Rose couldn't read it in Gallifreyan, "And I know how to deal with it. Now…if you'd excuse us?" she gestured at the door.

"But I'm supposed to…"

"I need to trace the point of origin for the time fracture," Mac gave her a look, "For that I need just the human in question. With all your dimensional jumping you're too saturated. You'll contaminate the results and the TARDIS doesn't have all that much power left to spare to keep running tests."

Rose gave a small huff but moved out of the TARDIS, shutting the doors behind her so none of the other UNIT members would disturb them.

"Finally," Mac muttered, turning back to the controls, though she gave Donna one more glance, "Just stand right where you are. It won't hurt, I promise, I'm just scanning you."

Donna nodded and sipped her coffee, watching Mac work, "I won't have to see it though?"

"No," Mac shook her head, adding in a grumble under her breath, "Not everyone needs to see something to know what it is."

"And…what is it?" she hesitated to ask, not sure if she really wanted to know.

"It's a parasite," Mac explained, moving around the console to put in more settings, "One of the Trickster's Brigade…never mind," she waved Donna off, seeing her about to ask what that was, "Essentially it changes time by influencing a person to make a different decision than they did, it creates a parallel world around them."

"But I never did anything important."

"You turned right," Mac mumbled, seeing the scan finally stop running on a certain date and time, showing her the data around it relevant to Donna.

"What?"

"Years ago, you were offered a job, H.C. Clements or being a personal assistant yes?" Mac straightened and looked at her, "You chose the personal assistant."

"Right…" Donna nodded, recalling that moment, "I…I was supposed to take the other one then?"

Mac smiled, "Look at that."

"What?"

"For once the Doctor was right," Mac nodded, "You ARE brilliant."

Donna smiled into her cup as she took another sip. It was one thing to hear that blonde woman say it…but for this woman, a Time Queen or whatever, an alien like the Doctor, for HER to think she was brilliant…well, that had to mean something.

"By taking the PA position, you never met the Doctor, and you apparently never saved him from another alien," Mac added.

Donna nodded slowly, glancing at her shoulder, "Can…can we get rid of it? If we do will time just…go back the way it was?"

"I'm sorry Donna, the TARDIS could have done it, removed it, killed it even, but…" Mac looked up at the rotor, "It's too weak right now."

"Oh," Donna looked down.

"Be glad it's just you and me here," Mac told her, getting back to work, "If you'd have asked Rose she would have spouted something about us not being able to do anything because it's 'in a state of flux' or some other rubbish she doesn't understand instead of just telling you the truth. The Doctor's rubbed off on her."

"Is THAT her name?" Donna asked, "That blonde girl, she's called Rose?"

"Her name is Rose Tyler," Mac nodded, "She was a former companion of the Doctor. Ignore her about the causal nexus, she has no idea what the hell that is and anything she says about time travel you'd be better off forgetting before you end up like her."

"And you?" Donna eyed her, "Were YOU a companion too?"

"No, I never travelled with him," Mac shook her head.

Donna was quiet a moment, "But you knew him," Mac stilled, "I can tell. In your eyes, you regret something…you knew him, didn't you?"

Mac swallowed, "Yes."

"Better than that Rose girl?"

Mac let out a scoff at that, "Much better."

"In what way?" Donna tried to tease.

Mac gave her a glance, "Any way you can think of."

"Even…" Donna flushed.

"Yes," Mac nodded.

What happened with others in a bed before a Contract was activated had no impact on a Contract unless a child was conceived but every Time Lord was _extraordinarily careful_ about _not_ letting that happen until they'd declared someone else their Chosen…or if the person in question WAS their Contracted. She swallowed hard at that again and looked away, she probably should have considered herself lucky she hadn't fallen pregnant to the Doctor, if she'd lost that child like she had her other…she'd have been destroyed.

Donna let out a whistle at that, "You Martians get around don't you?"

"Not a Martian," Mac corrected, "Time Lord."

"So why are you doing this then?" Donna wondered, "You seemed really…irritated before."

Irritated was an understatement, Rose's refusal to tell her what she'd said to Donna and then having her striding about like she knew what she was doing had been the last straw of her putting up with the woman solely for the fact that she was useful in knowing what dangers were coming and a small sympathy for having lost the Doctor.

"There was a war Donna," Mac murmured quietly, focusing on her work so she wouldn't have to look over at the woman, "On the Doctor and my planet and…it was lost," she didn't add that the Doctor was the cause of it though, "We were…the only ones left."

"And now you're alone," Donna whispered, looking at her solemnly, "Did…something happen, between you and that Doctor bloke? You said you knew him but…you don't seem…" she couldn't put her finger on it. She didn't seem like a wife or anything with how she was acting.

"We started off, but we never finished," was all Mac could bring herself to say to this complete stranger.

Donna nodded though, getting it. They'd had some sort of relationship, but it didn't work out or something stopped it or they just…didn't end up together, "Bad breakup?"

"Something like that."

"You didn't make up after, did you?" Donna guessed, "And now he's gone and you didn't get to say sorry."

Mac glanced over her shoulder at her, "You're remarkably perceptive, you know that?"

Donna, unlike Mac thought, didn't smile at that though, "I'm nothing special."

Mac eyed her a long while, "I rather think you ARE."

Donna blinked and looked up at her for that, "Thanks," her smile fell a little though, "But…is it ME or…" her gaze drifted to her shoulder.

"It's you," Mac assured her, "I've been scanning you since you met Rose the first time, after that web attacked the city?" Donna nodded, recalling that, "The TARDIS picked up these…timelines, bending around you. And, tracing it back, it seems like they've been there from the day you were born…at least in this reality. The creature," she glanced at Donna's shoulder, "It just sort of triggered them."

"How do we stop it then?" Donna asked.

Mac gestured around, "Time travel," she took a breath, "Now, we need to hurry before Rose comes knocking again."

"She…can't help?" Donna asked, not quite sure what that meant that she'd been speaking to someone that really had NO idea what they were doing at all. It seemed Mac had all the answers.

"It's not that she can't it's just…" Mac trailed a moment, "The DOCTOR taught her how to use the TARDIS. And that is never a good sign."

Donna laughed a bit at that, feeling more at ease, "My granddad taught me how to drive…nearly got me arrested my first go."

Mac nodded and got to work, "That decision you made, to turn right," she began to explain, "It happened on Monday the 25th, at ten o'one in the morning, just at the corner of Little Sutton Street Ealing Road. You decided to go to Griffin's Parade but this time you have to go opposite, to the Chiswick Highroad."

Donna looked around at the weak box around her, the dim lights, "Is this going to work?"

Mac smiled, "It will, I've been keeping the TARDIS quiet, saving her strength. It's…incredibly hard for her to send someone through time and space via a teleport instead of in the box itself. It'll…it'll use the last of her strength really, she'll be more like a box with a little light inside her now. I've had to delete all the rooms beyond this one just to try and reserve energy to do this…I've…" she winced, "I've had to make modifications to the programming just to make sure she'd send you and not us back in time and...it's not something meant to be done," she sighed, rubbing her head, "I…can't guarantee I can get you right at the road, but…near enough."

"How do I get myself to change directions though? Just…run up to myself and... have a good argument?"

"Whatever you like but…" she looked around and knelt down, pulling a panel up before she walked over to Donna, "I want to give you this in case you're too far away."

"What is it?" Donna frowned, taking it. It looked like a small little pen with a peach light on the end of it.

"It's a laser screwdriver," Mac told her, "You point and click and…" she pressed a button on it and a laser shot out, hitting one of the Y-Beams, "I don't know, but…it should help you. I don't want you to do anything rash Donna," she put her hands on Donna's shoulders, looking at her intently, "The Doctor…he tends to get his companions killed, I do NOT want to be the same. I want you to go on kicking and living and…"

"Then why did Rose tell me I was going to die?"

Mac blinked, "She told you that did she?"

"Yeah," Donna swallowed.

Mac's jaw tensed in irritation, "It's because I'M not the Doctor, she doesn't trust me any more than I do her," she told her, "I don't know why she said that Donna, I don't know what she thinks is going to happen, but just…use THAT," she nodded at the pen, "If anything happens."

"She was right though," Donna murmured as Mac stepped back to begin the activation, "In a way. For that future to happen…me and everyone in this world will just blink out of existence. But," she smiled, "That's not dying. Because a better world takes its place. The Doctor's world. And I'm still alive there."

Mac smiled, "Donna…you truly are the most brilliant human I've ever met."

"I won't let you down," Donna promised her, clutching the laser tightly in her hands.

"I know you won't," Mac nodded, reaching out to pull a lever, "Good luck."

"Thanks," Donna smiled, taking a breath and closing her eyes as Mac pulled the lever and the rotor's light grew brighter and brighter and brighter…

~8~

…until Donna opened her eyes, landing on her bum, in the middle of a street. She took a moment to breathe out in cheer…only to realize she was all the way down the road from where she had to be, half a mile down it actually. She could see a clock in a shop window, she had barely four minutes to get there…so she took off running.

She didn't stop, she didn't slow, she didn't mind the people she crashed through, she just…she had to try and get there, get to the corner, get to herself and make the turn she needed but…hearing a clock going in the distance, 10 am, she realized…she'd never make it there in one minute so she looked around, the laser in her hand and tried to find something to do, some way she'd be able to keep herself from heading down that road.

And then she saw it, a huge blue lorry coming up the road. She held her breath and aimed the laser…managing (on the second go) to nick one of the vehicle's tires, making it skid to the side a bit, but not hit anyone…though the street was so narrow there was nowhere to pull off as it came to a dead stop.

As the driver got out to examine the damage, a line of traffic already forming behind him, Donna let out a whooping cheer, she'd done it! She knew herself well enough to know she had no patience for traffic, she'd turn left now just because of the jam! Oh yes! Oh this was Christmas!

"Well done," a voice said behind her and she spun around to see Rose standing there.

"No thanks to you," Donna crossed her arms, speaking stiffly, still remembering how Rose had said she was going to die and…she could tell that the woman meant not in the sense of the world blinking out. She squeezed the laser harder in her hand realizing what the woman had meant…if Mac hadn't given her that laser…she knew she'd have had to step out there herself, let herself get hit, just to cause the jam and save the world…THAT had been what Rose's warning was about.

"We don't have much time," Rose warned her, "The timelines will reassert themselves soon and I need you to tell the Doctor something, just…two words."

"What?" Donna shifted.

Rose stepped close and whispered something in her ears…just before the world around her faded to black…

~8~

Donna screamed as she pulled away from the teller, the beetle, now visible to her, flailing off her shoulder and onto the ground as flashes went through her mind of all she'd seen in the parallel world, but in reverse. The teller fell backwards, cowering in fear of her as Donna stood.

"What the hell is that?" she demanded of the woman.

"You were so strong," the woman shook her head, backing away, "What are you? What will you be?" she quickly crawled away, "What will you be?"

"Donna!"

Donna spun around to see Mac burst into the room, just as promised, rushing in the second she screamed. And she didn't even hesitate to rush to Mackenzie and hug the daylights out of her, the memory of all the woman had done for her, protecting her even in the parallel world, still fresh in her mind though fading at an alarming rate.

"Mac," she breathed, hugging her even tighter.

"Donna what happened?" Mac pulled back to look at her.

But before Donna could answer, the Doctor wandered in, "Um…everything alright?" he asked, trying to make it seem like he hadn't been watching Mac as she half bolted for the teller's little shop and rushed after her.

Donna just turned to him and threw herself into his arms as well, hugging him tighter than Mac, something in her mind telling her that the Doctor…he HADN'T been in that parallel world, "Oh, God..."

"What was that for?" he chuckled, hugging her though giving Mac a confused look over her shoulder.

"I don't know!"

Mac frowned, hearing a crack in Donna's voice as she seemed near tears and looked around…only for her gaze to be pulled to the ground where a giant beetle was sitting.

~8~

Donna sat in the teller's chair a short while later, the Doctor poking at the beetle with a stick of incense as she tried to tell them what she remembered of what happened, though it was very little. Mac was wandering around the room, searching to make sure that no more creatures like the beetle were lingering.

"I can't remember," Donna rubbed her head, "It's slipping away. You know like when you try and think of a dream and it just sort of...goes."

"It just got lucky, this thing," the Doctor poked the beetle more, "It's one of the Trickster's Brigade…" Donna looked at him sharply for that, getting a flash of Mac telling her the same thing, "Changes a life in tiny little ways."

"You said that Mac," Donna turned to her, "YOU were there too…in UNIT. You were still in UNIT…you helped me get back."

"Of course," Mac nodded, "It's a Time Lord's duty to med rifts in time and maintain the timelines."

The Doctor was silent, not about to bring up Pompeii again, not when Mac hadn't snapped at him the entire trip. It was actually shaping up to be a good one, not counting what happened to Donna, and he wasn't going to jinx it for once.

"Most times, the universe just compensates around a change like that," he continued, "But with you..." he shook his head with a laugh, "Great big parallel world!"

Donna had just started to smile when something he'd said to her some time ago came back to her, "Hold on, you said parallel worlds are sealed off."

"They are now," Mac nodded, without the Time Lords to keep an eye on them, the High Council had sealed them all at the start of the war, not wanting to give the Daleks any possible advantage.

"But you had one created around you," the Doctor explained, "Funny thing is, it seems to be happening a lot. To you."

"How do you mean?" Donna frowned.

"Well, the Library and then this..."

Donna shrugged at that, "Just...goes with the job. I suppose."

"Sometimes I think there's way too much coincidence around you, Donna," the Doctor murmured, studying her, "I met you once. I met your grandfather. Then I met you again. In the whole wide universe, I met you for a second time. It's like something's binding us together."

"Don't be foolish," Mac called, "Destiny doesn't exist."

"I'm nothing special," Donna agreed.

But the Doctor just smiled at her, "Yes, you are, you're brilliant."

Donna smiled at that, when another flash of the blonde woman came back to her, "She said that."

"Who did?"

"That woman…" she strained, KNOWING she knew the girl's name but it was just…it was all slipping away from her, "I can't remember."

"Well, she never existed now," the Doctor shrugged it off.

"No," Donna shook her head, "But she said...the stars...she said the stars are going out…"

"Yeah, but that world's gone."

Mac, though, just strode over, making the 'stop talking' sign and knelt before Donna, "What else did she say?" she looked at Donna intently, "Did she say where?" she had noticed that, when the planets she tried to find, like Adipose 3 and Sontar came up on a scan, it was like there was a black space around them, no stars at all.

"No," Donna shook her head, "But she said it was all worlds. Every world. She said the darkness is coming, even here."

"Who was she?" the Doctor asked, looking between them, starting to sense the severity of it. This Mac's attention was hardly ever given unless it was important.

"I don't know."

"Can you remember what she looked like?" Mac tried.

Donna gave a small nod at that, "She was...blonde."

"What was her name?" the Doctor looked at her, alarmed.

"I…um…" she shook her head, before it hit her, "Rose…it was Rose!" she turned to the Doctor, seeing his stunned expression, "She…she told me to warn you about something. Two words."

"What words?"

Donna swallowed, "Bad Wolf," she glanced at Mac, feeling the hand on her arm stiffen as the Doctor's eyes widened and he started shaking, "Well, what does it mean…"

But the Doctor just leapt to his feet and ran out of the shop.

"Nothing good Donna," Mac murmured, helping her up and pulling her after the man, "Nothing good at all."

They stepped out of the shop to see that everything, everywhere, anything that had letters on it had all rearranged to spell 'Bad Wolf' over and over. Even the TARDIS just a few feet away had been replaced with nothing but 'Bad Wolf.' They raced for the box, the Doctor opening it and pushing the doors open, only for the three of them to star in horror at what laid beyond the wooden doors…

The lights were red, the TARDIS humming frantically, a grinding noise sounding, alarms going off.

"Mac, what is it?" Donna looked between her and the Doctor, "What's Bad Wolf Doctor?"

The Doctor swallowed hard, "It's the end of the Universe."

To be continued...

A/N: I figured that, since Turn Left was so Doctor-lite and most of the events around Donna happened much like in the show, that it might be interesting to look at what Mac was doing behind the scenes since she wasn't associated with the Doctor and would have been working on the alien events in his place ;) I probably would have done something like this if Evy hadn't been locked away :(

I also wanted to introduce a potential Rose-Mac meeting and how they act around each other. I can say for Rose, she won't be as childish and jealous and clingy as in the Academic Series, she won't be responsible for the Daleks, but I try and come up with different interpretations and possibilities for the Rose reappearance which we'll see very soon ;) I can say that the Mac we see with Rose here hasn't had to deal with the source of her anger for months on end and isn't in a truly dangerous situation where tensions are high like with the Daleks. So be prepared for a bit of angry Mac in the last chapter. I will always be disturbed by how Rose laughs and compliments the companions and seems to think it amusing that they're going to blow up Earth/themselves and that will likely draw a reaction from Mac at some point. BUT! She'll be equally as upset with what the other companions were planning to do as well, not just a Rose-targetting :)

Also, wanted to add that I've finally worked out Mac's theme song lol :) The 7th Mac's theme is officially Paradise Lost by Brand X :)

Some notes on reviews...

Semi-normal for today, more of a behind-the-scenes sort of chapter, but we'll be back on track tomorrow with the end of the series coming up :) I think he hasn't told her mostly because he doesn't think she'll believe him about why he did it (since she thinks he's lied to her the entire time) and that he's just trying to save face by coming up with an excuse. BUT, we will see her actually listen to him about his reasons soon ;) They won't be together in a romantic sense by the end of this series no, but they'll come to an understanding/resolution that will help them with healing for the next series. I can say without a doubt that we'll see quite a bit of 'wooing' from 11 though ;) They won't ever be just friends, we might even see a little bit of 10 being sweet and some conflicting emotions from Mac :) Donna was my favorite and she's very important to Mac, but I can't say whether she'll be saved in this series or not just yet, since it's so close }:) Rose won't be as bad as in TAS, no worries there, she'll be her normal self, but we'll see people call her out for some actions, but just as much as they'll call out others for theirs. So it won't be a Rose-targetted chapter to come ;) It'll depend on how Series 8 goes for TAS, but I do have quite a funny moment planned for when the baby hits the 'it's developed ears and can hear you' stage ;)

I don't know if the 1st Doctor had culinary skills, I image that, having children, he'd have to be able to cook something though ;) And we don't see everything in the show that happens off stage, the Doctor has to eat some time even if we don't see WH with a chef's hat on. And it's fanfiction so what we don't know about a character we can make up unless it's explicitly stated in the show, and even then there's ways to interpret it ;) I probably won't do Unity, because I had Unions in the Academic Series ;) I've got all the names for future pairings picked out though ;) I can say that that'll likely be a theme for each pairing name, mental and emotional connections. The Time Lords are a telepathic people so they'd have to have some sort of mental connection and everything's controlled by the brain so emotions are a close tie to it ;)

I suppose the same question could be asked of government officials who come from the slums and work their way up :) I believe there's a president of a foreign country who lives in a shack, drives an beat up old car, donates 90% of his money to charities and lives the simplest, lowest life possible, so it could be realistic that the Doctor, when circumstances are right and things happen could be made President. In the Classic series he was made president and, basing it on the Classic Series, he was president after he fled Gallifrey and went on quite a few adventures :)

Very good spotting, it's an intentional parallel with Amy and Rory, we'll get a bit of bonding for them in the future because of it :)

Yup, the Doctor will understand Amy in the Asylum :) Mac will have some thoughts on children in a few chapters where they're present yup :) I'm not sure what their pairing name is either lol, I'm going to put it up for a poll around the 10-specials ;) This chapter definitely focused on Mac a little bit more than normal, mostly because I didn't want to rewrite Donna all over again like my other 3 series, this time we get to see a TL there that's trying to make a difference, poor Evy was locked away :( I've heard of SOPA, my research tells me it's not real. After it lost the first time, they legally can't submit it again under the same name (nor would it be smart to do it when people think negatively of it), it would have to be changed and the petition can't legally be accepted if it doesn't specify the legal act, they can't just call it 'SOPA 2014.' This has happened every year and yet they never change the name or the aspects of it? It's fake. From what I've seen also it relates more to videos and bootlegging movies/shows to put on the internet, and they can only prosecute you if you make money. But this is really just a tactic to scare fanfiction writers and artist into signing something and giving away your name and information :( I've gotten several PMs about it, half of which came back minutes later to say that they found out it's a fake and that they reacted too soon. I try to do my research before signing my name to anything. But from what I've found, it's not real :)

I can say the relationship River has to the Doctor and Mac will make it really hard for her to carry a child for them. And even being part Time Lord, there's still the chance that carrying a full Time Baby would be just as detrimental to her as with Amy. Lol, if this were like the actual show, it would be the Doctor asking his wife to carry another woman's child that's also HIS child...good thing it's not the show but no. There will be no one carrying another person's Time Baby :( I feel like the only person who could safely handle carrying a full Time Baby would be a full Time Lord :(


	9. The Stolen Earth

The Stolen Earth

"I swear to god Doctor," Mac muttered as she and the Doctor frantically piloted the TARDIS towards Earth, "If we get there and it's the Apocalypse because of YOUR companion, I will kill you."

"I didn't think you cared about the Earth so much," he mumbled, she hadn't really had an interest in it in school, not like he had, she'd seen it as just another planet.

"Well that was before it became the only home I had left, and if you've destroyed this one too…" she nearly spat, far too concerned for the planet and the life she'd built on it to remember she was supposed to NOT be shooting hurtful remarks to him as per a request from Donna.

The Doctor fell silent at that, looking at her across the console, his hearts breaking to hear that. They'd been travelling together the better part of oh…about six months now, she had her own room in the TARDIS, she had her own portion of the cupboards and spaces in the kitchen and…she still didn't consider the TARDIS a home. He'd hoped, by now, she might have remembered that the TARDIS was the last piece of Gallifrey they both had left and it was really the only home they could call home and, to hear her say she saw the Earth (a planet she hadn't ever given thought to) a home more than the TARDIS…it hurt. Because he knew it was likely his fault, that she was still so on edge and unable to get comfortable because of him.

"There," Mac pulled a lever and the TARDIS set down, her running for the doors as soon as it was settled, not even bothering to run an environment check to see what the damage might be like.

The Doctor had to take a breath at that, at least she cared about the Earth now. For all her short temper with the humans and how formal she'd treated Martha…he knew she cared about the woman and the other members of UNIT. He'd seen a…change in her, being around Donna, she was a little more open to the people that she trusted. She was still stiff and distant with other humans she just met, but she had truly warmed up to Donna very much. Though, thinking back, that part of her personality seemed to match slightly with her original self. Her first self was always very close to those she cared for, those she trusted, it was only after they'd broken her trust did she get cold to them. Donna…had yet to betray her, unlike him.

"Come on Dumbo!" Donna whacked his arm as she ran for the doors after Mac, the two women rushing outside, him moving quickly after them. They stepped out onto what appeared to be a completely normal street in the middle of the day, nothing on fire or destroyed or in danger just…perfectly normal.

"It's fine," the Doctor breathed, "Everything's fine."

"For now," Mac had to add, "If it's not YOU causing problems it's your companions."

"Oi!" Donna nudged her, "Have _I_ caused problems yet?"

"Give it time."

Donna poked her for that one.

"Excuse me?" the Doctor called to a milkman making his rounds down the street, "What day is it?"

"Saturday," the man smiled.

"Saturday! Good! Good, I like Saturdays…"

"So..." Donna shifted, not quite sure whether to bring this up or not. She knew how Mac felt about the Doctor, for all her claims of being angry at him, the way she'd reacted to his danger on Midnight…it told her that the woman DID still care for him somewhat, and to find out that Rose Tyler of all people, the one he'd been so broken up over when she'd first met him, had returned, she wasn't sure if it was a good thing or a bad thing, "I just met Rose Tyler?"

"It appears so," Mac muttered, turning in a slow circle and trying to see if there was something wrong there. The only thing she could hear…was nothing. No birds singing, no dogs barking, and she knew it was a sign, animals typically either went very quiet or got incredibly loud when there was a danger on the horizon.

This was not a good sign at all.

"But she's locked away in a parallel world."

"Exactly," the Doctor agreed, though he finally seemed to see the danger in that realization, "If she can cross from her parallel world to your parallel world, then that means the walls of the universe are breaking down, which puts everything in danger. Everything. But how?"

Mac shook her head and turned to stride back into the TARDIS, intent to run some scans, Donna hurrying after her as the Doctor cast one more glance around before following. He paused though when he spotted his hand in a jar under the console trembling a bit. He looked up when he saw Mac moving around the console in circles, putting in different commands, pushing buttons, pulling levers and had to smile at that.

She was as rubbish a pilot as he was most of the time, she wasn't very…good at the actual art of flying when it was high stakes and pressure. Oh she could manage short trips, calm trips, nothing like they'd done before where they'd had to rush across the galaxy, she wasn't good at tense situations or dangerous situations when using a TARDIS, but simple trips she could handle. She was much better at the technical aspects, how to run scans, different programs when the box was stationary.

He moved over to help her, reaching out to pull the next lever in the sequence, only for their hands to both land on it at the same time, his hand covering hers. They froze for a moment, and glanced at each other. The Doctor, heartened by how she didn't pull away instantly, offered her a small, tentative smile and was about to squeeze her hand when her expression hardened and she yanked her hand away, moving around him to continue her programs.

He sighed and ran a hand through his hair, seeing Donna offering him a sympathetic smile, "She's just worried about the Earth," Donna mumbled as she moved to stand beside him, "She lost one planet…" she let the rest hang there, not wanting to bring up Gallifrey fully, but wanting him to understand.

Mac hadn't been prepared for the loss of Gallifrey, not entirely. She'd known he intended to use the Time Lock until mere moments before it had actually been used, had suspected it would be for the planet and wanted to get her and her family off it. But suspecting and preparing were entirely different than KNOWING that the lock was going to be used. The Doctor had known he was going to use it, she hadn't.

"The thing is," Donna began again, glancing at Mac before focusing on the Doctor, "No matter what's happening, and I'm sure it's bad," she added, more for Mac so that the woman wouldn't go on a tangent about just how dangerous this whole thing was, "I get that. But...Rose is coming back. Isn't that good?"

The Doctor started to smile a bit at that, thinking on it, "Yeah."

"How, in any Universe, is that a GOOD thing?" Mac nearly shouted at him, the two of them seeing her glaring when they looked at her.

"Mackenzie…"

"No," she cut in, making the 'stop talking' motion before she leaned in, "Pretend, just for ONE moment, that Rose isn't your companion. Pretend you aren't in love with her. And pretend that you have no idea who she is. And THEN tell me if her showing up when the walls of the Universe are breaking down and fracturing is a GOOD thing?" she shook her head, "My God Doctor, try to look at this objectively and without sentiment for once in your life. This is in NO WAY a good thing. It's not her returning to you like a miracle, this is something_ far_ more serious. This time…stop using your hearts and start using your brain."

"That's not fair," he shook his head, "How can you tell me not to be happy she's back?"

"Because you're letting it cloud your judgment," she shot back, "If she had been anyone else in the world that you didn't know, you'd be trying to find the breach in the walls that she came through, you'd be trying to send her back and seal that hole instantly. You're dallying, you're delaying and, meanwhile, that crack she snuck through is probably getting bigger and bigger and fracturing more and more of the walls," Mac eyed him a moment, "This is Torchwood's Ghost Shift all over again, but you can't see that just because it's _Rose_."

The Doctor stood there, his mouth falling open as his eyes widened, gaping at her as Mac turned and moved behind the rotor, hunching over as she finished putting in the program of her scans. No…this…this wasn't like the Ghost Shift.

He swallowed hard though, he had raged at Yvonne about it, he'd broken her window, shown how just one tiny little crack in a wall could fracture everything. But…Rose didn't do it, did she? No, no she wouldn't. Not after everything they'd endured with Torchwood, she wouldn't dare do something like…like…like build some sort of catapult to send her through the walls of the world…would she?

No, no Rose was smarter than that, she was more cautious, she was more considerate. She would know, she'd have to realize that to do that, to send even the smallest thing crashing through the walls would fracture the rest of them. She wouldn't put the Universe in danger just to get back to him. He didn't think.

But as he stood there, watching Mac work, seeing the tension in her face. He knew she could very well be right. He closed his eyes, not wanting to believe Rose could do that. He knew there was MUCH more going on than just the fracture to the walls of the Universe, there was something else at play but...it was TWO separate issues happening at once and both were making the other worse likely. He couldn't think that Rose had done anything till he actually found her again and asked her.

He wouldn't put blame on her like Mac was until he knew for sure.

He just hoped that was what was happening, that Mac was finally, for once, not putting blame where it was due and was just…jealous? Maybe? Worried? Looking for a scapegoat? Something that meant Rose wasn't really to blame for THAT particular problem they were facing. He could admit though that he could see how she came to think it might be Rose's doing. He knew she had been trying to monitor the universe from the TARDIS and, for her to not pick up something like the walls of the worlds breaking down, it meant it wasn't happening on THEIR side but coming through from another. Walls were thick especially the walls of the worlds, they wouldn't notice someone chipping away till they'd broken through and with Rose being there...maybe it meant it was HER parallel world that was breaking through.

Donna looked at the Doctor, about to ask what Mac meant about Torchwood and Ghost Shifts, recalling something he'd mentioned when they first met but she'd been more than a bit preoccupied at the moment with her wedding to really pay attention, when the TARDIS suddenly threw them all to the ground with a sudden and terrible jolt.

"What the hell was that?!" Donna demanded as she gasped, hitting the floor.

"It came from outside!" the Doctor pointed at the doors, running towards them and throwing them open, nearly falling out of them had Mac not rushed after him and pulled him back by his coat. Neither of them could focus on the fact that she'd done that as they saw what was outside.

Nothing.

Nothing at all, only space, darkness and stars and space. Well, a few rocks floating around, but they were literally just…drifting in space…which should be impossible as neither of them had set the TARDIS to fly nor had the box taken off on its own.

"We're in space," Donna frowned as she joined them, "How did that happen?" she looked at the Doctor accusingly, "What did you do?!"

"I didn't touch anything!" he pointed out, reminding her that he hadn't touched anything except a lever.

"Well, what did YOU do then?" Donna turned to Mac.

"Nothing," she stated, "We're still on Earth…"

"Doesn't look like it."

"No," Mac shook her head, "I mean…we're still where we were, we were parked, WE didn't move…"

"You mean…" Donna swallowed hard, "The Earth…the Earth was what moved?"

"It can't have..." the Doctor breathed, staring out at the stars, "No," but all the proof was there, the stars, their coordinates by them, they WERE in the same place, "The TARDIS is still in the same place, but the Earth is gone. The entire planet...it's gone!"

Mac's jaw tensed, "Not again," she muttered and rushed back to the console, frantically trying to find the Earth, wherever it might have gone. There was…NO way that the planet had been destroyed like Gallifrey had. THEY had been on it, they would have been obliterated too. Which meant that the planet had to have been taken, right from where it was, and only Earth registered items taken with it. The TARDIS was Gallifreyan.

"But..." Donna swallowed, "If the Earth's been moved...they've lost the sun," she looked at the Doctor as he quickly shut the doors and ran to join Mac, making sure to keep on one side of the console so that he wasn't interrupting her, "What about my Mum? And Granddad? They're dead? Aren't they? Are they dead?"

"I don't know, Donna," the Doctor murmured, "I just don't know. I'm sorry. I don't know."

"That's my family," Donna pleaded, "My whole world."

Mac winced at that, "We'll get them back."

"How?" Donna turned to her, tears in her eyes.

"I don't know," Mac looked at her, "But we will. I WON'T let you go through this too Donna. Not again. I am NOT letting another world be destroyed, I am NOT losing another home," she shot a glare at the Doctor and he knew she was blaming him for this as well.

First with Gallifrey and his time lock, now with Earth and whatever Rose might have done…Rose had been his responsibility after all.

But he refused to think Rose had anything to do with THIS, because…this technology would be SO far beyond anything Rose or the humans would be capable of. He knew Mac was angry, she never listened when she was angry, so he just…had to find proof, "There's no readings, nothing. Not a trace. Not even a whisper. Oh, that is...fearsome technology."

"So, what do we do?" Donna looked at them.

"We've got to get help."

"From where?"

"Yes, where?" Mac shot the Doctor another look, "It's not like there's an intergalactic lost and found for planets."

He nearly cracked a smile at that, but the situation was FAR too serious, "We need to go to the Shadow Proclamation," he looked at Mac intently, the woman frowning at the need for THEIR help, but nodded and got to putting in the coordinates, "Hold tight," he warned Donna, pulling a lever and sending them off.

Donna winced as the TARDIS shook and jolted, making for a far more intense flight than she'd had in a while, "So, go on then," she tried to yell above the noise of the TARDIS humming and a few sparks going off from the rather extreme piloting the poor box was enduring, "What is the Shadow Proclamation, anyway?"

"Posh name for 'police,'" the Doctor answered, "Outer space police. Here we go!"

Mac reached up and pulled one more lever, sending them all to the ground and falling onto the console as the TARDIS landed on a space station that was covered in buildings and glowing with a faint green light.

"We don't have time to waste," Mac muttered, pushing herself up from where she'd fallen on the Captain's Chair and heading for the doors as the Doctor and Donna picked themselves up as well. All three of them stepped out and saw that they were at the base of a set of stairs, a number of rhino-like aliens in black leather were standing in front of them, armed, holding up their guns the second the three were out before them, making them immediately raise their hands in innocence.

"Sco po tro no flow jo ko fo to to!" one of the Judoon, the one in the center front demanded.

"No bo ho so ko ro toe so," the Doctor replied in the same, halting, monosyllabic way, which only earned an eyeroll from Mac, the Doctor had to have broken the translation circuit between Shan Shen and Earth, and a rather confused expression from Donna, "Bo-ko-do-zo-go-bo-fo-po-jo!"

Mac sighed as the Judoon lowered their guns, "Ma ho," she called, before glancing at Donna, "Means thanks."

Donna nodded at that.

~8~

The trio were standing before a rather tall, very pale, woman with red eyes and white, curly hair. She was human in appearance, or humanoid if that were the right word. Donna wasn't entirely sure when she saw people who looked human if they actually were or if they were some sort of alien that just looked like them…like Time Lords were, though Mac had once told her that, technically, humans looked Time Lord as they came first. It didn't matter though, she was thinking that the woman, the Shadow Architect as the Doctor had whispered to her when they'd entered the room to see a Judoon giving her a report, was most certainly alien. Perhaps that was just a female Judoon? Maybe the female Judoon just looked like albino humans? She really didn't want to think how that worked.

"Time Lords are the stuff of legend," the Architect remarked as she eyed the Doctor and Mac critically, both were dressed rather professionally, the man in a brown suit, the woman in a red blouse and a dark grey pencil skirt, they certainly LOOKED the part, but…it was hard to believe the Time Lords, any Time Lords, had survived the destruction of Gallifrey despite rumors that there were one, and now two, "They belong in the myths and whispers of the Higher Species. You cannot possibly exist."

Mac gave her a look, "Didn't your Judoon report that a Time Lord registered during the investigation of Royal Hope Hospital in London while they were tracking down the Plasmavore?"

"Their scans were mistaken," the Architect lifted her nose at that.

"Their scans were right," Mac gestured at the Doctor.

"Hello," he gave a little wave, "More to the point though, we've got a missing planet."

"YOU'VE got a missing planet," Mac corrected, "If I'd stayed on Earth, it never would have gone missing."

"That was YOUR choice to come with me," the Doctor countered, looking at her.

"One that was made only because YOU would have gotten Donna killed."

"You didn't have to come."

"And you didn't have to actually help Martha," Mac nearly spat, "How many other companions tried to contact you again and you ignored them?" she shook her head, "You can't keep treating them all differently, as though some mean more to you than others. That's exactly why we're in this position to begin with!"

"It wasn't Rose's fault!"

"The Earth, maybe," Mac could concede to that, unless Rose was possessed by the Great Intelligence or some other high-knowledge alien, she wouldn't be able to move the Earth like that, "But the walls of the Universe Doctor?"

He fell silent, he honestly…couldn't say if Rose was or wasn't responsible for that. He didn't know how she'd made it to this universe, if she'd been pulled there because of the fractures, or if she'd made them herself.

"That's what I thought," Mac shook her head at him.

"You're not as wise as the stories would say," the Architect smirked, seeming to enjoy their fighting, a far cry from what Donna was feeling, all that progress to get Mac to calm down…gone, "The picture is far bigger than you imagine. The whole universe is in outrage…"

"I know," Mac cut in, "More planets than just the Earth have been taken."

"What?!" the Doctor looked at her, startled.

"24 worlds," the Architect nodded, reconsidering her first impression of the woman at least, she seemed wiser.

"How do you know that?" the Doctor shook his head at Mac.

"I was actually ON Earth," she reminded him, "I was monitoring everything. Did it not strike you as odd that the Adipose lost their breeding planet and decided to seed the Earth? Or that the Sontarans decided to do the same and convert Earth into a Clone Hatchery? I ran a scan for Sontar, it was missing as well. Two completely different species, both suffering the same thing…the loss of their planet?"

"Like Pyrovilia!" Donna pointed, "They said that it was lost too!"

"Lost…" the Doctor mumbled, thinking of, "The Lost Moon of Poosh…"

"Four already, five including Earth," Mac nodded, "This was going on all over the place, not just now."

"What were the others?" the Doctor looked at the Architect, "Show us!" he ran to a computer that the Architect led them to, bringing up the program of the list of planets, Mac slowly moving to join him as Donna remained behind, starting to smile just a little at seeing them maybe almost working together.

"The locations range far and wide," the Architect stated, "They all disappeared at the exact same moment, leaving no trace."

"Callufrax Minor," the Doctor mumbled as he read them, Sontar and Earth already on the list, "Jahoo, Shallacatop, Woman Wept, Clom…_Clom's_ gone?! Who'd want Clom?"

"It's not the people on the planet," Mac shook her head, leaning in to run a small sort of comparison scan of the planets, seeing that they were all different sizes but in a certain order, getting bigger by the exact same proportion, "The populations don't matter…it's the size of them."

"What happens if you add the other planets in?" Donna asked, wondering if they would fit in with the sizes as well.

"Who is the female?" the Architect eyed her, clearly thinking her only useful in helping to list the planets but now that she was questioning the program…that wouldn't do.

"Her name is _Donna_," Mac snapped at her, sending her a glare.

"I'm a Human Being," Donna nodded, crossing her arms as she stared the Architect down, "Maybe not the stuff of legend, but every bit as important as Time Lords, thank you. So?" she looked at the Doctor and Mac.

"Putting them in now," Mac tapped away on the keyboard.

"Let's put this into 3D too," the Doctor gently nudged her to the side so he could do that as well, though Mac straightened and stepped to the side entirely. He looked up at her, thinking she had done that because he'd nudged her, but had to let out a breath when he saw it was just that she was looking at the holograms that had appeared of all the missing planets…all of them shifting around the second he looked at them.

"What did you do?" the Architect inquired.

Mac bit her tongue, knowing that the Doctor had been to at least half those planets likely and that some sort of danger or disaster had likely occurred on it, but knowing that wasn't what the woman was asking, "Planets position themselves via gravity…" she stepped past the desk to the middle of the planets, looking around at them, "This is where they'd naturally fall if left in the same space as each other."

"Oh..." the Doctor breathed as he joined her, "Look at that. 27 planets in perfect balance. Come on," he smiled at Mac, "That is gorgeous!"

"That's 27 planets floating, trapped, without their suns, likely in some sort of shell that will have the heat only lasting so long," Mac reminded him.

"Don't get all spaceman on me," Donna snapped, "Science-girl," she pointed at Mac, "What does it mean?"

Mac felt herself smile just a little at that, she knew Donna was a fan of giving out nicknames to people, the Doctor had quite a few, Dumbo, Martian, Dunce, Spaceman, but she hadn't thought that Donna had given her one yet, but it seemed she was wrong. She turned to the ginger, "It's like a giant puzzle," she explained, "All the planets are pieces of it, and they all come together to make a sort of…something."

"An engine," the Doctor agreed, "It's like a power house. But what for?"

"Who could design such a thing?" the Architect wondered.

The Doctor reached out and put a finger on Mac's lips to keep her from bringing up Rose again, "Someone tried to move the Earth once before. A long time ago...but it can't be..." he shook his head, "OW!" he snapped his hand away when he felt a stinging pain in it, "You bit me!"

"Do that again and next time I'll snap your finger," she glared at him, she would LOVE to silence his gob from time to time, but she did so without actually touching his mouth.

"Um, right," he winced, running a hand through his hair, realizing _why_ she'd reacted like that. Her husband on Gallifrey, he'd seen him at times, he'd do that to her all the time whenever she'd start to talk. He'd physically quiet her by covering her mouth or putting a finger on it. He'd seen her play it off, laugh it off with the man's friends, like it was some sort of sweet gesture between them, but he could always tell when she was faking and she was angry when he did that, she was hurt and she didn't like it. To her, it was her husband silencing her, for HIM to do the same…that was_ not_ something he ever wanted her to associate him with, "Sorry."

Mac just shook her head at him and moved to go sit on the stairs, as far away from him as possible. Donna watched as he sighed and cast one more guilty look at Mac before he headed to join the Architect back at the computer. Donna turned and moved over to Mac, going to sit beside her, not really understanding why she'd reacted so badly to what the Doctor had done, but knowing she should probably NOT ask about it right now.

~8~

Mac was sitting on the stairs, her eyes narrowed but not at the Doctor, at the planets still holographically hovering around the room. She sighed and rubbed her forehead, there were too many different things planets in that position could be used for. She glanced over though when she heard a sniffle to see Donna brush a tear away and reached over to touch the woman's arm, she was being honest, she was NOT going to lose another planet. Donna put her hand on Mac's patting it in thank and resting her hand on top of it, starting to stare ahead of her, growing more distant in expression as she heard a faint beating in her head, like a heartbeat…

"Donna?" Mac cut into her thoughts, causing the beating to stop as she looked at the woman, "Are you ok?"

"Yeah," Donna nodded, pulling her hand back to rub her head, "Just a headache."

"You need sustenance," another voice said as a young albino girl approached and held out a bowl of water to Donna, "Take the water, it purifies."

"Thanks," Donna murmured, taking the bowl only to set it down beside her.

"There was something on your back…"

Donna's head snapped up at that, "How did you know that?!"

"The servants of the Judoon are spatially sensitive," Mac explained, "They train to be able to detect disturbances in regions of space," she added, "She's sensing the parallel world that was created."

The young girl nodded, "You are something new."

Donna let out a bitter scoff at that and looked away, "Not me. I'm just a temp. Short hand, filing, a hundred words per minute. Fat lot of good that is now. I'm no use to anyone."

"You could be of use to UNIT," Mac offered, "I wasn't lying to your mum Donna, UNIT has a place for anyone who even remotely's seen an alien. You'd be an invaluable asset to us."

Donna smiled at that, "You think so?"

"Yeah."

"Even though I can't change a plug?"

"Even then," she nodded, "Your spirit is hard to come by in humans Donna."

Donna's smile widened at that, only for the Albino girl to speak up once more, "I'm so sorry for your loss."

"Yeah," Donna swallowed, remembering she shouldn't be smiling right now, "My whole planet's gone."

"I mean the loss that is yet to come," the girl whispered, making them both frown, "God save you," she breathed, before walking off.

"Should I be worried?" Donna looked at Mac.

"No," she shook her head, "I promised I'd protect you Donna. And I will."

"Donna, Mackenzie," the Doctor called as he moved over to stand before them, "Come on, think. Earth. There must've been some sort of warning that your scans picked up on at UNIT," he looked at Mac and then to Donna, "Was there anything happening back in your day, like...electrical storms, freak weather, patterns in the sky?"

"Well, how should I know?" Donna huffed, "I'm not Rose. I keep missing the big picture don't I?"

The Doctor frowned at that, realizing Martha must have told Donna how he'd treated her at first while they'd been with the Hath…HE hadn't told her about all the remarks he'd made comparing Rose and Martha at first, how Rose would spot something and Rose would know what to do and Rose would…dear god, had he really done that to Martha? He honestly hadn't realized it till just now just how badly he must have made her feel to constantly be compared to his former companion. When they got the Earth back…he really owed Martha a rather large apology.

"If there had been Doctor," Mac shot him a look, "I'd have told you, don't you think?"

"Right," he winced, "Sorry."

"The only thing people noticed was the bees disappearing," Donna added.

"The bees disappearing?" he had to repeat, just barely keeping the sarcasm out of his voice at the glare Mac threw at him, "The BEES disappearing…" hold on, hold on…there was something there, "The bees disappearing!" he cheered, "Oh I can't believe YOU missed it!" he pointed at Mac.

He was the one with all the complicated and complex things, she was the one who saw the smaller details and the simple solutions…and SHE'D missed it! Oh yes!

"How is that significant?" the Architect stepped back as he ran for the computer once more.

"On Earth, we have these insects," Donna explained as she and Mac joined him, Mac with a frown on her face, not sure what she'd missed, "Some people said it was pollution or mobile phone signals…"

"Or... they were going back home," the Doctor grinned at Mac.

"No!" her eyes widened, realizing what he had…and wanting to smack herself for it. She really was regretting making it to 913, it was SO old! She was slowing down FAR too much.

"Back home where?" Donna frowned.

"Melissa Majoria," Mac explained, "It's where some bees can come from."

"Are you saying bees are aliens?" Donna eyed her.

"Not all of them," Mac shook her head, "But the ones that are would have sensed something coming, like the dogs and birds sense a storm approaching. They'd have fled the planet to go back home where it was safe."

"Tandocca!" the Doctor added.

"The Tandocca Scale," the Architect breathed, seeing what they were talking about.

"The Tandocca Scale is a series of wavelengths used as carrier signals by migrant bees," the Doctor explained quickly, far too quickly for Mac to be able to get a word in to tell him to stop, "Infinitely small, no wonder we didn't see it. It's like looking for a speck of cinnamon in the Sahara. But look!" he pointed at the computer, "There it is! The Tandocca trail!" the three women leaned over to see what looked like a streak of blue stretching across the monitor, "The transmat that moved that planets was using the same wavelength! We can follow the path!"

"And find the Earth!" Donna cheered, already racing for the TARDIS, "Well, stop talking and do it!"

"We are," the Doctor looked at Mac, holding out a hand, offering it to her, "WE are."

Mac eyed him and then his hand for a long while, before taking a breath and taking his hand, making him beam at that. He knew she was only doing so, accepting his partnership in this for two reasons, the first was Donna, they were both doing this for her, and the second…this time he was trying to SAVE a planet instead of destroy it. And that was good enough for him.

They ran into the TARDIS, the Doctor leading them to the console, only then letting go of her hand so they could race around it and put in the programs to pick up the trail from the box.

"The trail's fading a bit," Mac remarked, "The singal's scattered from the duration of time between leaving and now…"

"But it's a start," the Doctor winked at Donna, leaving Mac to continue the program as he ran for the door to see the Architect and a few Judoon waiting, "We've got a blip! It's just a blip, but it's definitely a blip."

"Then according to the strictures of the Shadow Proclamation, I will have to seize your transport and your technology," the Architect nodded casually.

"Oh…really?" the Doctor frowned, "What for?"

"The planets were stolen with hostile intent. We are declaring war, Doctor! Right across the universe! And you and your woman…"

"NOT his woman!" Mac shouted from inside the box.

"Will lead us into battle!" the Architect finished as though she hadn't been interrupted.

The Doctor, however, just nodded slowly, hesitantly, "Right. Yes. Course I will. Just go and...get you a key…" he turned and entered the box once more, closing and locking the doors behind him and running up to the console, tossing his coat over one of the Y-Beams on the way, moving to Mac's side as they worked, "You were, you know," he murmured to her quietly.

"What?" she asked, not looking away from where she was typing in the keyboard.

"My 'woman,'" he shrugged, "Once. A long time ago."

Mac froze for a few moments, before she swallowed and continued typing, "And now I'm not," she remarked.

"Mackenzie…"

She just looked at him, this time without the harsh glare, but just…tiredness, "We're on a crazed mission to get you back to _your woman_, aren't we?" she muttered, moving around the console so she was on the other side of it, him watching her go.

He swallowed and looked down, his 'woman' was right across from him. He…loved Rose. Yes, he could admit he did, in a way. But…people could love others in many, MANY different ways, and the way he loved Rose was different than the way he loved Mac. Mac had…she'd always been in his hearts, from their school days up to now. He'd hurt her and he'd hurt himself, all for love of her. He never stopped caring about her, he never stopped loving her, even now, even when she'd been so angry at him and said such hard things to hear…he still loved her.

Yes, he wanted to get back to Rose, but…not in the way Mac was thinking. He missed his first companion since the war, she'd done so much for him, she'd made him into the man he was today and…they'd never gotten a proper goodbye. He was under no delusions that Rose would be going back to the parallel world at the end of this. He refused to let her leave her family, to lose them and never see them the way he and Mac had lost their own. He was going to bring her back there if he had to knock her out or drag her back there.

If the absolute worst came to it…he'd erase her memories of him to keep her there.

He was hoping it wouldn't come to that though but…it would also depend on what hand Rose had to play in all of this. Mac seemed determined to think Rose was responsible for the walls fracturing, even if she wasn't responsible for the Earth being stolen. And he'd never, in all his years, known Mac to be the sort to let jealousy cloud her judgment of anything. Even at her most angry she still maintained enough sense of mind to realize that truth in what she said. It might be a version of truth, an interpretation of events, but it was near enough to the truth to not be a completely ridiculous reason to be angry.

If she truly thought Rose had something to do with the walls of the universe…there was a chance she did.

He just…wanted to find out for himself, say thank you to Rose, save the world, and bring Rose back to her family. That was why he'd held onto the memory of Rose for so long. She had done so much for him and his last memory of her was her breaking down on a beach, with him unable to say goodbye. Neither of them had gotten the closure they'd needed to be able to move on and let go of the past. He wanted that because…he needed Mac to let go of the past too, and she couldn't do that if HE was still holding onto portions of his own past.

He wanted a fresh start with her, more than anything. They only had each other and, being with her, seeing how hurt he'd made her…he wanted to see her smiling and laughing and…loved. He wanted to be able to love her but he couldn't, not openly, not till she trusted him again, till she forgave him. He never stopped loving her and he wanted to be able to do it again…

He shook his head and pulled a lever the TARDIS starting to take off, but not before they could hear the Architect shouting, "Doctor, come back! By the Holy Writ of the Shadow Proclamation, I order you to stop!" through the doors.

They ignored her though, the rotor rising and falling as the TARDIS flew through time and space, all of them clutching tightly to the console for stability…only for the box to stop dead moments later.

"It's stopped…" he breathed.

"No," Mac muttered under her breath, "I didn't realize that."

"Is that good or bad?" Donna looked between them, "Where are we?"

"The Medusa Cascade," Mac reported from the monitor, being closer to it than the others.

"Really?" the Doctor moved to her side, though he was careful not to stand too close. He smiled when he looked at her, "We came here once, remember?" he asked her.

She nodded, the two of them staring at the screen in fond memory, "You were just a kid…"

"Oi!" he laughed, "You're only 10 years older than me!"

"Still, made ME more of an adult," she shrugged, looking at the monitor again.

"Ninety and a hundred years old," he murmured, glancing at Donna to see her staring at them, "It was the center of a rift in time and space."

"So..." Donna came around to join them, frowning when she saw nothing but empty space, "Where are the 27 planets?"

"Nowhere," the Doctor admitted, "The Tandocca Trail stops dead."

"They should be here though," Mac frowned, moving more in front of the monitor while the Doctor stepped back, crossing his arms and resting against a Y-Beam, his head falling back against it in defeat.

"So, what do we do?" Donna looked between them, "Doctor? What do we do? Kenzie? What next?" but the Doctor was quiet, Mac with a frown on her face as she tried to type in some program or another, "Don't do this to me," she whispered, shaking her head, "No, don't. Don't do this to me. Not now. Tell me what we're going to do!" Donna let out a shaky breath at that, seeing the Doctor so…hopeless was scaring her, "You never give up! Please!"

But he still remained silent, Donna putting a hand over her mouth with tears in her eyes.

Mac closed her eyes a moment, before shaking her head, she was NOT going to let this happen…there had to be some sort of scan, something that she could use to find those planets.

~8~

The Doctor and Mac's head snapped up when there was the sound of a mobile ringing, not just any mobile…MARTHA's mobile.

"PHONE!" the Doctor lunged for it, answering it quickly, "Martha, is that you?!" he blinked, looking at Mac, "It's a signal…"

"Well put it in!" she huffed, gesturing at the console.

He nodded and quickly moved to do that as Donna watched, "Can we follow it?"

"Oh, just watch us," he grinned, pressing a stethoscope to it as he locked it into the console, "Mackenzie!"

"A moment," she shouted at him, typing as fast as she could, "There, locked on!" she turned and pulled a lever, causing the TARDIS to jolt, sending them all falling around for what felt like the hundredth time that trip. But it was worse this time, sparks were flying out of the console moments before it went up in flames.

Mac winced as she fell back against a Y-beam, the box violently jerking this way and that as she flew through the Medusa Cascade headed…somewhere they couldn't see.

"We're travelling through time!" the Doctor shouted to Donna over the roar of the engines straining, "One second in the future! The phone call's pulling us through!"

"Nearly there!" she alerted them, able to see the monitor from where she'd fallen, "Three second!"

"THREE! TWO! ONE!"

The TARDIS gave one more jolt, before it started to ease up, more drifting through space instead of forcibly crashing through something. They glanced at each other a moment, before jumping to their feet and running to the monitor to see the 27 planets were all there, the TARDIS heading right for Earth, still being tugged there though less harshly than before.

"The 27 planets!" Donna beamed, "And there's the Earth! But why couldn't we see it?"

"The Cascade was hidden out of sync with time by a single second," Mac explained, "Like…the ATMOS gas, a little pocket of time."

"Perfect hiding place," the Doctor nodded, before his excitement got the best of him and he turned to Mac, hugging her tightly for a moment with a cheer of, "But we found them!" before he seemed to realize what he'd done and pulled away, "Sorry."

"It's…fine," Mac gave him a strained nod, she really…REALLY didn't want to admit that…it felt…a little nice. The Doctor had always given the absolute best hugs on Gallifrey and that didn't seem to have changed any.

Donna smirked, about to comment on that, feeling as excited and relieved as them…when there was a whirring noise and the screen suddenly went to static, "Is that supposed to happen?"

"Hold on, hold on," the Doctor turned to the monitor, twisting a few knobs, "Some sort of...subwave network."

"This might help," Mac moved to the keyboard and typed in a command, the static clearing to reveal four boxes on the monitor, the three of them in one, with Captain Jack Harness and his two remaining team members in another, Martha Jones and her mother in the third, with a woman Mac recognized as Sarah Jane Smith and a young boy in the last.

Jack let out a laugh of relief, before glaring at the Doctor, "Where the hell have you been?! Doctor, it's the Daleks! And…" he blinked, spotting Mac, "Well hello. Captain Jack Harkeness," he introduced.

"Yes," Mac gave a strained smiled, already able to sense something off about the anomaly even from a distance, "I know who you are."

"Stop it," the Doctor pointed at Jack.

"I'm just saying hello!"

"Please don't," Mac grimaced, "No offence…but you're really _wrong_."

Jack frowned and looked at the Doctor accusingly, "What have you been saying about me Doc?"

"Jack…meet…" he nodded, "Well, actually, Sarah, Jack…this is Mackenzie, a Time Lady."

Their eyes widened in alarm as they stared at her, "You survived?" Sarah Jane breathed.

"Escaped," Mac corrected, "When someone decided to obliterate the planet," she shot the Doctor a look.

"Feisty," Jack let out a whistle, trying to lighten the mood and ease the Doctor's wince, "I like it."

A young, well dressed man beside Jack cleared his throat, and Jack winced this time, "Um, everyone, Ianto Jones and Gwen Cooper," he introduced his team.

"Yes, and this is my son Luke," Sarah Jane added quickly, "Now on to more pressing matters," she gave them all a look for getting so sidetracked when the situation was so dire, "It's the Daleks! They're taking people to their spaceship!"

"But it's not just Dalek Caan!" Martha added.

The Doctor though, just kept smiling at them, "Aren't they brilliant?" he murmured to himself, fond as ever, "Look at you all, you clever people!"

"People who are about to DIE by extermination if we don't focus," Mac cut in with a harsh look.

The Doctor swallowed hard and nodded.

"It's like...an outer-space Facebook," Donna murmured though.

"Everyone except Rose…" the Doctor agreed, Mac about to remark on that when the screen cut to static once more, "Ah..."

"We've lost them!" Donna gasped.

"No, there's just another signal bumping it off…" Mac tried to put in the same command as before, the static starting to clear, but only showing black darkness.

"There's someone else out there," the Doctor realized, bashing the monitor's top incase the image had just frozen, "Hello? Can you hear me?" he waited a moment, before calling out the name of the only other person he could think would try to contact them, "Rose?"

Unfortunately for both the Doctor and Mac…Rose's voice was NOT the one that spoke next.

"Your voice is different," a raspy, male voice echoed into the console room, "And yet, its arrogance is unchanged," the two Time Lords froze when, from the shadows, emerged none other than Davros, the creator of the Daleks, sitting in his wheeled chair, his leather uniform on his thin form, "Welcome...to my new Empire, Doctor," he smirked, "I see you are not alone any longer," he chuckled, "My Lady Mackenzie," he greeted, Mac starting to shake her head as she saw the man behind the entire war…the Daleks were HIS creations, if not for him…their planet would still be there, "It is only fitting that you should bear witness to the resurrection and the triumph of Davros, Lord and Creator of the Dalek Race!"

"Doctor?" Donna looked at the two of them, "Kenzie?" only to see that they were just…staring, their eyes wide and horrified.

"Have you nothing to say?" Davros smirked.

"Oh I've got plenty," Mac ground out, her eyes narrowing at the alien, tears in them, her hands in fists as they shook beside her.

"Doctor, it's alright," Donna tried to reassure him, seeing he was still stunned whereas Mac was recovering, "We're... we're in the TARDIS. We're safe. You and Kenzie, you're both safe."

THAT seemed to snap the Doctor out of it as he blindly reached out beside him and took Mackenzie's hand, unaware that the others could still see him if they could not be seen, ALL of them could see him and Mac clearly but only hear Davros.

"But you were destroyed…" the Doctor breathed, starting to shake himself, "In the very first year of the Time War, at the Gates of Elysiem. I saw your command ship flying into the jaws of the Nightmare Child. I tried to save you..."

"But it took one stronger than you," Davros remarked, "Dalek Caan himself!" he turned, gesturing behind him where a light turned on to reveal the mutated Dalek that was Caan, sitting on a chair, sinning and cackling insanely.

"I flew into the wild and fire!" it giggled, "I danced and died a thousand times!"

"Emergency temporal shift took him back into the Time War itself."

"He can't have!" Mac shook her head.

"The entire War is time-locked," the Doctor agreed, wincing when he felt Mac stiffen beside him at the mention of what he'd done. He knew it would just bring up terrible memories for her, remind her what he'd done to her family, what...what he'd nearly done to her as well.

He knew she had been on the planet when he'd been about to time lock it. He knew she was still alive. And it had killed him to think that he'd be condemning her to the same fate as the planet. But Mac...she was all about family. Ever since she'd found that she couldn't have children, her nieces and nephews and smaller cousins had been her world. She was the eldest sibling, she looked after her brother and sister, she cared for her parents, she was like the heart of her family and he knew that it would break her to pull her away from them. He knew that she'd be even more angry and hurt and tormented if he'd forced her away from Gallifrey and left her family behind.

He'd...he'd run away from her a second time, still with the same intention behind it. He knew that if she'd been given a choice, save herself or be with her family, she'd pick her family every single time. He didn't want to do it, but...he'd been trying to save her from the fate he'd condemned himself to, to go on without a planet or a home or a people or anything from Gallifrey but the TARDIS. He'd been trying to spare her surviving past her family...

It had happened anyway though.

Fate was cruel like that.

"And yet, he succeeded," Davros said simply, "Oh, it cost him his mind, but imagine, a single, simple Dalek succeeded where Emperors and Time Lords have failed. A testament, don't you think, to my remarkable creations?"

"And you made a new race of Daleks."

"I gave myself to them. Quite literally. Each one grown from a cell of my own body," Mac looked away as Davros pulled open his leather suit to show them that he'd picked away so much of his body to do so that his ribs and heart were now visible, "New Daleks. True Daleks. I have my children, Doctor. What do you have, now?"

"After all this time..." the Doctor started to breathe heavily, "Everything we saw, everything we lost..." his voice cracked and…he looked down at something for a moment before turning back to Davros, "I have only one thing to say to you…BYE!" he shouted, pulling a lever and cutting off the transmission.

He closed his eyes for a moment and took a deep breath, before looking down at what he had glimpsed before…Mac had squeezed his hand back.

~8~

The TARDIS set down on a little street on Earth, it was dark around, without the sun, the roads abandoned yet littered with trash and scattered items. It was unnaturally quiet when the trio stepped out of the TARDIS, Donna remaining firmly quiet about the fact that the Doctor and Mac were still holding hands, she could tell seeing that Davros bloke had really shaken them both.

So, instead, she settled with commenting that, "It's like a ghost town."

"The others said the Daleks were taking people," Mac murmured, shaking her head, "But why?"

The Doctor turned to Donna, "Think, Donna. When you met Rose in that parallel world, what did she say?"

"Just... the darkness is coming," Donna shrugged, she could only even vaguely remember that much of it and even that was slipping away, that and the stars were going out.

"Anything else?"

Donna frowned, trying to think, she wanted to tell him to ask Mac, SHE had been there too…but it was an alternate version of her, she knew, not this Mac. The Doctor had been alternate there as well. She looked up at him, about to tell him that was it, when she spotted something at the end of the road, "Why don't you ask her yourself?"

The Doctor blinked at that and looked over his shoulder to see Rose Tyler standing at the end of the street, a laughably large gun in her hand, a wide grin on her face when she spotted the Doctor. Rose quickly started to run for them, clutching the gun in her arms tightly as she went.

The Doctor blinked again and looked down when he felt Mac slip her hand out of his, his own feeling instantly cold without hers there. He looked at her, almost startled that she'd done that, but Mac looked away. He swallowed hard and looked back at Rose, turning to go run to her as well, wanting to meet her halfway and just give her a hug. A simple hug. He hadn't seen her in years and, he'd been telling the truth to Mac, he did miss all his companions and now…there was one in front of him. He hugged Sarah Jane too.

"Do you think he even realizes his beloved Saint Rose has a gun in her arms?" Mac wondered of Donna but the ginger could only shrug.

"Exterminate!"

The cry came out of nowhere, and startled all parties involved when a Dalek Emergency Temporal Shifted into sight and fired at the Doctor, who had foolishly slowed down to turn and look at it.

"Doctor!" Mac shouted, her and Donna taking off. She'd seen the laser bolt just graze his chest, but that was enough to do a multitude of damage to a Time Lord.

There was another flash of light that Mac and Donna ignored, Captain Jack appearing in it and firing his own gun at the Dalek, destroying it just as Rose reached the Doctor's side, dropping her gun to the side and kneeling next to him, reaching out to cradle his head.

"I've got you," Rose breathed, "It missed you. Look!" she tried to smile, "It's me, Doctor."

The Doctor blinked blearily at her, "Rose?"

"Hi."

"Long time no see," he weakly joked.

"Yeah," she sniffled, "Been busy, you know," she gasped as he convulsed, "Don't die. Oh, my God, don't die. Oh, my God, don't die."

"Yes, because begging someone not to die, prevents them from dying," Mac reached her with Donna.

"Mackenzie…" the Doctor whimpered, reaching out a weak hand in her general direction.

Mac moved over to him and hesitated before she took his hand, looking at Jack instead of the Doctor though, "We need to get him back to the TARDIS. It's the only safe place for him right now."

"Move," Jack gently nudged Rose to the side, helping the Doctor up with Mac and rushing him back to the TARDIS, Rose grabbing her gun and following with Donna.

Mac quickly placed the Doctor down on the grilling and moved away from him, knowing what was coming next…only for Rose to rush to his side and cradle him, crying.

"Rose you need to get away from him," Mac tried to explain.

"No! I can't leave him!" Rose wept.

"Look," Mac reached out and pulled the girl up, "That regeneration energy is lethal to humans," she gave Rose a hard look, "Do you want to die and truly 'leave him' after you've just found him Miss Tyler?" Rose sniffled and shook her head, "Then MOVE," she pushed Rose away from the Doctor as he groaned and whimpered.

"_Naery…please…_" Mac froze, hearing him whispering for her in Gallifreyan, Rose stopping as well and staring, being the only one close enough to hear and, even if she didn't understand what he was saying, the way Mac had frozen and looked back at him was clear enough that he'd called out for _her_.

"What…what do we do?" Donna looked around frantically, "There must be some medicine or something!"

"_Naey_…" the Doctor breathed, reaching for her.

Mac swallowed hard and looked at him, Rose frowning as she glanced between the two.

"Just step back," Jack urged Donna back further, tossing his gun on the captain's chair, "Rose, get back!" he reached out to tug her back, but Rose pulled her arm out of his hold…only for Mac to move to the Doctor's side, "Mackenzie! You know better than anyone what's about to happen!"

"I know," she snapped at Jack, "But there's still a few moments," she told him, before turning back to the Doctor, "_Just relax Theta,_" she said, uttering his name for the first time in so long without it seeming to be angry or biting, "_It'll be over soon._"

The Doctor smiled serenely at her for a moment, "_You said my name._"

"_Just…regenerate,_" she muttered, pushing herself up, not seeing Rose frowning at the smile on the Doctor's face, the dreamy, dazed, happy smile he had given Mac before it contorted into a grimace.

"What do you mean?" Donna whispered, "What happens next?"

"You can't..." Rose sniffled, looking at the Doctor, "Not now, I came all this way."

"It's either this or he dies forever Rose," Mac reminded them.

"What do you mean?" Donna demanded, frantic, "What happens next?!"

"It's starting," the Doctor breathed, staring at his hand as it began to glow an orange hued gold. He winced, groaning as he pushed himself to his feet, the glow spreading to his entire body.

"Here we go!" Jack pulled them all further back, "Good luck, Doctor!"

"Will someone please tell me what is going on?" Donna snapped.

"When he's dying," Rose began, her voice trembling, "His…his body, it…it repairs itself, it changes. But you can't."

"He can't help it," Mac defended, "Regeneration or death, which would you prefer?"

"I'm sorry," the Doctor strained to get out, "It's too late. I'm regenerating!"

And with that, he threw his head and arms back, the glowing energy bursting out of him, the humans forced to turn away, Mac watching…almost-sadly as the man before her died…

To be continued...

A/N: Oh boy, one chapter left! I'm really excited for it.

I'm trying not to make Rose into the 'bad guy' in this story and being the cause of the Daleks escaping the time lock, but I do feel like there's a parallel with the Void Ship and Rose's Dimension Cannon. The Void Ship crashed through the walls of the worlds and into our universe and, as the Doctor demonstrated, created fractures that allowed things to bleed through and sneak through. I doubt modern-Torchwood in any universe would be as advanced as Daleks (since even the Doctor thought the Void Ship a legend) and that their devices would not be as instant as the Void Ship but cause just as much damage. We'll see more later, I just wanted to explain Mac's thoughts in this story for why she believes that Rose appearing might be a cause for the walls of the universe breaking down :)

We'll have...quite a few revelations for Mac coming up though ;)

Some notes on reviews...

I was debating Mac getting stuck on Earth, but I also really wanted her to meet the Judoon again for some reason, just to comment on the planets and what she picked up on Earth, the little details :)

That's a really interesting thing, that it takes to 25. I would hope Jack and Sarah Jane at least would have a firmer grasp on things, I love them the most :)

I haven't changed my profile about tumblr because I've been really busy. The week off left me with a lot of non-fanfiction/real life work to catch up on and I've been a busy little bee trying to get it all good to go. I'll be updating my profile officially tomorrow when I finish the story to update my word count, Mac's theme, and remove the tumblr note :)

The Academic Series had Unions _and_ Bonding. Bondings were the deeper connection (like what the Doctor had with the Professor), Unions were a basic marriage (like what the Doctor had with Proffy's cousin, Mayra) ;)

There'll be a twist for Rose and what she remembers of the parallel world ;) I tried to get it where Mac's sort of semi-in shock about him getting shot and regenerating, like...she's angry, but she's being confronted with him potentially about to die :( We'll see more of her thoughts on the regeneration tomorrow ;) I'm glad you're enjoying the story so far :)

I'm doing ok, how are you? :) This series will have romance yup, but we won't see much of it till 11 (wooing 11! woo! :)) But we'll see hints of it in the 10-specials and a very tiny hope at the end of the next chapter ;)

There probably would be an age restriction on Gallifreyan Culture, like you have to be at least 500 or 600 or something to run for president :) The Doctor was about 750 when he became President as the 4th Doctor, and only did so because he needed control of the planet to form a trap, and only gave a bid for candidacy to buy himself time to escape an assassination accusation. I don't think he'd actually ever intended or thought he'd win a race for presidency :) To be President on Gallifrey, from what I've gathered of the Classic series, they only had to activate an old Article to be named a candidate and the Doctor sort of became president by default when the only other candidate died or something like that, no status attached to it :) And, in this story, he prematurely activated his Contract. The 1st Doctor, according to Classic Series, was about 450 when he first regenerated and has been estimated to have been in his early 200s when he first stole the TARDIS, so we know he activated his contract before then (having been married and with children/grandchildren by then). So if there was an age restriction, he'd still not be able to be president before he'd tried to marry Mac ;)

Oh Mac will get even more of a taste of what the Doctor endures very soon }:)


	10. Journey's End

Journey's End

In true Doctor fashion, the man _never_ played by the rules and, instead of finishing his regeneration, he merely turned and directed the excess into his little hand sitting in its jar, filling it to the brim with the rest of his energy, making it bubble and glow. The Doctor stumbled back when he'd finished, looking just as he always did, though all the wounds and scrapes and bumps and bruises were gone.

"Now, then," he grinned, "Where were we?"

"You're a complete and utter moron aren't you?" Mac strode over to him as the others gaped, and proceeded to smack his shoulder with the back of her hand, "You just wasted a regeneration!" she reminded him.

It happened, from time to time, that a regeneration could be only partially utilized, small portions of it could be used to heal themselves, but the excess needed somewhere to go. It had to be siphoned out into something that was biologically compatible to the person regenerating. Usually the energy just shot out of them, anywhere, could affect anything. But if it was directed into something that was genetically THEM, then the energy would go right to it instead of working away within themselves.

The upside was that it allowed a Time Lord to stay the same and not change into a different person, healing them from what might kill them. The downside was quite obvious, they expended the entirety of that particular regeneration and wasted it. Not many, if any, Time Lords would choose to do something like that, it was a waste of regenerations and regenerations were precious. In the natural course of a Time Lord life, they all had 12 regenerations, which made for 13 incarnations of themselves. The High Council used to be able to give more regenerations to a Time Lord, if the situation called for it, or if the person in question had done a great deed for Gallifrey or even if it fit the High Council's agenda. She knew that the Master had been given more at one point or another, but…the High Council was gone, along with Gallifrey.

Which meant NO new regenerations now that Gallifrey was gone.

"Well why would I want to change?" he smiled at her, moving to lean back against the console, a little…pleased that she'd hit him. THAT was something she'd used to do when they first knew each other, she always would whack him on the shoulder playfully whenever she was worried about him. Which meant…she was worried, she was actually WORRIED about him! That was a point for him.

"Because you were dying and it's a natural process for us!"

"Ah, but just because I could change didn't mean I needed to," he winked, tweaking his tie, "Look at me!"

"Oh I am," she shook her head at him, "And I see an idiot! This is going to come back and bite you Doctor. The way you go through bodies?" she scoffed, "You're going to end up an old man running on your last incarnation and realize that you don't have any left and that you're going to die!"

That was one aspect of their lives, how their regenerations worked. They grew old at a slow rate, usually living to about 500 in their first incarnation before dying of old age. Usually, if they were on Gallifrey and lived a relatively peaceful life. The Doctor had been all rushing about and monsters and battles and it had taxed his body so much so that his first self had died earlier than normal. Their last selves, their very last incarnations, grew old as well, slowly, just about 1000 years or so before that one died of old age too.

The Doctor grew quiet at that, the two of them all too aware of just when that moment would happen, which incarnation given the one he was on now.

"Then it's even more important that I not change eh?" he tried, but Mac just shook her head and stormed past him to the other side of the console, running scans to make sure he hadn't damaged the TARDIS in his near-regeneration.

"What…happened?" Jack cut in, not entirely sure what had happened just then.

"I stopped my regeneration energy going all the way by siphoning off the rest into a handy bio-matching receptacle," the Doctor looked over, slipping back into technobabble to cover his tension at realizing the consequences of what he'd just done, "Namely, my hand," he gestured down at the jar, "My hand, there. My handy spare hand," he glanced at Rose, "Remember? Christmas Day? Sycorax? Lost my hand in a sword fight?"

"Yes, thanks for that," Mac muttered, "Because of you my connection to the government was deposed!"

The Doctor blinked and looked back at her, "You knew Harriet Jones?"

With his back turned, he didn't see Jack or Rose flinch or Donna cast a curious glance at them for it.

"Of course," Mac rolled her eyes at him, "I've been on Earth a very long time Doctor. I needed connections to make sure that the government would be on my side if anything happened that required their cooperation. Harriet was the only one willing to listen because she was THERE, so thank you, SO much, for ensuring that the future of the British government is ignorant of alien threats."

"They know about UNIT and Torchwood," the Doctor countered.

"Doesn't mean they'll listen to us," she reminded him, "If Harriet hadn't been discredited because of YOU, she could have warned her replacement to heed us but she didn't get that chance, did she?"

The Doctor fell silent, until he heard Rose's small voice behind him, "You're still you?"

He looked back to see her eyeing him with hesitation, but not as much as when he'd first regenerated in front of her, "I'm still me."

Rose rushed up to him and threw her arms around him, hugging him tightly, only Donna and Jack noticing a slight hesitation in him before he hugged her back. Mac looked up when she felt eyes on her to see Rose was glaring at her over the Doctor's shoulder. She raised an eyebrow at the human, reading her expression to be one of 'Back Off' or some other such nonsense. She seemed rather possessive of the Doctor given how she had clutched him a little tighter.

Mac rolled her eyes at that, as though there was anything to back off from. It was just the Doctor. If Rose wanted him, she could have him for all she cared.

"You can hug me, if you want," Mac looked over to hear Donna speaking to Jack, who just laughed at that, "No, really, you can hug me."

"If you're done hugging, which," Mac spoke up, "I should remind you, you've told OTHER companions not to waste time on," she shot him a look for that, remarking on times Martha had tried to hug him or even Donna and he'd pushed them aside to say there was no time, "There's still the matter of Daleks. They're not going to hold their fire just because two people decide to hug in front of them."

"Right," the Doctor stepped away from Rose, "Sorry, yes…" and moved over to the console, to the monitor to help Mac work out what was going on.

Rose's eyes narrowed a little at that, just before, the way they'd been arguing, it reminded her of a sort of…married couple, an old married couple, with the wife being all afraid and concerned for her husband for doing something stupid and him trying to wave it off and reassure her though feeling guilty as well. And now…now he was stopping their very nice hug just because some woman (a Time Lady she reminded herself with a wince) had told him to stop. The woman didn't seem to be very friendly with the Doctor but…she didn't know this woman, she didn't know anything about her and the fact that she was there and the Doctor answered her beck and call…it worried her. How long had the woman been there? She hadn't looked much into Martha Jones, spending more time researching Donna Noble, and this woman, Mac, she had been there for quite a few adventures, she knew, but…she hadn't known the woman was a Time Lord.

Rose had just taken a step towards the console to see what they were looking at when the power cut off and the lights went out. The two Time Lords looked at each other for a moment before they made their way around half the console, trying buttons and controls to get it back.

"It's useless," Mac muttered, pulling out a small penlight from her pocket, tossing glow sticks to the others, "They're overriding the power in a chronon loop."

The glow sticks had just been cracked when the TARDIS jolted again, tilting to the side, nearly sending them to the ground again, before shaking, all of them looking at each other.

"There's a massive Dalek ship at the center of the planets," Jack told them, "They're calling it the Crucible. Guess that's our destination."

"You said these planets were like an engine," Donna looked at the Doctor, "But what for?"

"Rose!" the Doctor turned to her, making her smile, "You've been in a parallel world, that world's running ahead of this universe, you've seen the future, what was it?"

"It's the darkness," Rose whispered.

"The stars were going out," Donna added, the little pieces that she remembered from the parallel world.

"One by one," Rose agreed, though she wasn't quite sure how Donna knew that, but she left it up to the small temporal flux her own tech had picked up. It was more like time snapping back into place, like a parallel world had been set right on track. She didn't know, if that world snapped back, it meant whatever decision that led to its creation had been resolved and that world never happened, "We looked up at the sky and they were just dying. Basically, we've been building this um...this travel machine, this...uh...Dimension Cannon, so I could...well, so I could..."

The Doctor swallowed, "What?"

"So I could come back!" she smiled.

But the Doctor's expression fell and he turned away from her, looking at Mac across the console, seeing her giving him a blank expression and closed his eyes. She was right. The Daleks were responsible for the Earth disappearing, yes, Caan had released Davros from the time lock, that was all on the Daleks, that was all on the side. But…the walls of the universe breaking down and fracturing? That was all on Rose he now realized. He'd heard of Dimension Cannons, he was sure that the one that Rose's Torchwood had built was likely the same sort of thing. They had been outlawed by the Time Lords for the exact reason that was happening now. It operated just like a cannon, it fired at the walls of a world over and over and over until they were cracked enough for someone to slip through. It was just like the Void Ship in Torchwood, but that was Dalek make, that was more advanced, and that came through in one fell swoop.

Humans were primitive in comparison, the cannon Torchwood had made was likely crude and basic and far more damaging. Whatever the Daleks were doing was one thing, the walls of the Universe were something else. And that meant that they had a second thing to worry about. He'd been hoping that it would have all been the Daleks, that taking care of them would mean that the walls would heal as well…but it seemed like it was two different dangers coming at them from two different areas.

"Suddenly, it started to work," Rose continued, not seeming to notice the Doctor's thoughts, "And the dimensions started to collapse. Not just in our world, not just in yours, but the whole of reality, even the Void was dead. Something is...destroying everything."

Mac shook her head, it wasn't that it 'suddenly started working,' it was just that the cannon had finally managed to crack through the walls to allow someone through. It was quite the common mistake to make in that sort of thing, you fire and fire and fire and nothing seems to happen, because they couldn't SEE the cracks forming from each hit. Then when there was a tiny hole chipped in, it 'suddenly' was working because you could get to another world. And it wasn't that the dimensions started to collapse because of it, the cannon wasn't to blame for it…in a way. It was more that the dimensions of Rose's world started to follow suit, like a virus spreading from their world to Rose's. The cracks sort of allowed the Daleks' plan and whatever it was they were doing to seep through to other worlds.

"In that parallel world..." Donna looked at Rose, "You said something about me."

Rose frowned, "I'm sorry Donna, I don't remember."

Mac nodded, "The Doctor said it, it never existed in the first place, Rose wasn't there ."

"But I CAN tell you something about you Donna," Rose offered, "The Dimension Cannon can measure timelines, and it's...it's weird, Donna, but they all seem to converge on you."

It was why, every time she appeared in that world it was always somewhere Donna was, just outside Adipose industries, on the TARDIS in the Sontaran ship, on Midnight, it was like it was homing in on Donna.

"But why me?" Donna shook her head, "I mean...what have I ever done? I'm a temp from Chiswick!"

"Saved the Doctor's life?" Mac suggested, "Your life is never normal or safe after doing that, believe me," she muttered.

The Doctor looked at her sadly for that, she'd actually saved his life the first time they'd met. Not in a huge 'end of the world' sort of saving but, he'd been choking on a crisp, having laughed at something the Master had said, and just started choking…she'd managed to save him with first aid. It was small, but it was enough to spark a lifelong friendship, and something more, something he…he hoped he might get back one day.

The Doctor looked over when he heard a weak beep to see that the monitor was still working, bit of emergency power allowing them to see out, the large Dalek ship getting closer, "The Dalek Crucible. All aboard..."

A moment later they all nearly fell over as the box likely landed within the ship, given that they could hear Daleks calling out that the TARDIS was secure and cheering for it.

They all looked at each other uneasily when they heard a deeper voice, like a booming Dalek, call out, "Doctor! You will step forth or die!"

The Doctor glanced at the door, "We'll have to go out. Cos if we don't, they'll get in."

"You told me nothing could get through those doors!" Rose gaped at him, alarmed.

"You've got extrapolator shielding!" Jack nodded.

"Rule one," Mac called, making her way around the console to examine the hand in the jar a moment, "The Doctor lies."

"He doesn't lie to me," Rose crossed her arms.

"He lies to _everyone_. People he likes, people he hates, people he claims to care about…"

"It wasn't a lie Mackenzie," he looked at her, a pleading look in his eyes as she glanced at him, holding his gaze a moment, both of them knowing what he was referring to.

Mac just scoffed and shook her head, "The doors won't hold because those Daleks out there? They're a new Dalek Empire. We went to WAR against them," she emphasized, "You really think that we would have lost if our TARDISes could keep them out?"

"Last time we fought the Daleks, they were scavengers and hybrids and mad," the Doctor agreed, "But this is a fully fledged Dalek Empire... at the height of its power. Experts at fighting TARDISes, they can do anything. Right now, that wooden door...is just wood."

"What about your Dimension Jump?" Jack looked at Rose, none of them noticing Donna staring off into space, "My Manipulator went down with the powerloss."

"No," the Doctor shook his head, "Teleports, especially ones designed for between-world travel tear even more holes in the walls of the worlds. I warned your Torchwood about this in Canary Warf Rose," the Doctor looked at her, even if they weren't going to travel between worlds, the fact that the signal to activate the teleports would have to travel between worlds was enough to cause more damage.

"I can't use it anyway, it needs another twenty minutes, and I'm not leaving," Rose said firmly.

"Let me guess, 'don't wander off?'" Mac huffed.

The Doctor rolled his eyes, "If they wander off they get killed. If they don't wander off they still get killed. What would like me to do?" he turned to her.

"Not take them with you in the first place," she told him, "Humans do not belong in a Time Lord capsule!"

"I don't always take them with me," he reminded her, "Sometimes they sneak on."

"And sometimes you kidnap them," she shot right back.

"Look," Jack cut in, "As much as I'm enjoying seeing you two going at it like an old married couple…"

"We're _not_ married!" the two huffed.

"What are we going to do about the Daleks?" he finished.

"The only thing we can do," the Doctor sighed, "Go out there, all of us, together...yeah?" he glanced around at them, not even bothering to look at Mac as he knew she wouldn't approve of this plan, but then he noticed Donna was just sort of staring at his hand, lost in thought, "Donna?" she didn't seem to hear him so he reached out to touch her shoulder, "Donna?"

"Yeah?" Donna turned to him.

"I'm sorry, there's nothing else we can do."

"I know," Donna nodded understandingly.

The Doctor took a deep breath and faced the door as the deep Dalek voice called out, "Surrender, Doctor, and face your Dalek masters."

"Crucible on maximum alert!" another average Dalek reported.

"Daleks," Rose gave a nervous chuckle at that, just imagining how many more Daleks must be out there, "Heh!"

"Oh, God!" Jack ran a hand through his hair, not looking forward to this at all.

The Doctor glanced around at them, "It's been good, though, hasn't it? All of us...all of it...everything we did..." he smiled at Donna, "You were brilliant," then looked at Jack, "And you were brilliant," then to Rose, "And you were brilliant," she offered him a small smile…which slowly morphed into a line when his gaze continued on to Mac, "Mackenzie…" he shook his head with a shrug, "I'm…I'm sorry, for everything," he offered her.

"Sorry doesn't always make it better," she repeated something she'd said so long ago.

He let out a long breath and nodded sadly, glancing at the door once more, "Blimey," before he started to head towards it, Jack right after him.

Mac took a step to follow, only for Rose to lightly grab her arm and turn her to face her, "Look…I get that you're a Time Lady and all," Rose began as Mac lifted an eyebrow at her, "But the Doctor and I…we're…we have something special and, no matter what you might think about you and him…"

Mac pulled her arm away, "I don't care Rose. Just because you're in love with him, doesn't mean everyone else is. You want the Doctor, you can have him."

And with that, she pushed past Rose and continued to the door, "Alright then," Rose muttered, at least that resolved that, before she too went after Mac, Donna about to follow only to slow down and glance back at the hand once more.

"Daleks reign supreme!" the deep Dalek voice was cheering, "All hail the Daleks!"

"Daleks reign supreme!" the rest of its minions took up the chant as the quartet stepped out of the box and looked around at the area, filled to the brim with Daleks, "All hail the Daleks! Daleks reign supreme! All hail the Daleks! Daleks reign supreme! All hail the Daleks! Daleks reign supreme! All hail the Daleks!"

The Doctor let out a long breath as the deep-voiced Dalek, a rather large one, boomed out, "Behold, Doctor. Behold the might of the true Dalek Race!"

"Donna?" Mac called back, noticing that Donna wasn't there with them, "It's just as dangerous in there as out here."

Donna glanced at her from inside the TARDIS and headed for the doors…only for them to slam shut before her.

"Donna?!" Mac and the Doctor spun around at the slam and ran for the doors, trying to get them open.

"Doctor?!" they could hear her trying to get the doors open from the other side as well, "What've you done? Kenzie tell him to let me out!"

"It wasn't me," the Doctor held up his hands a moment, "I didn't do anything! You KNOW I didn't Mackenzie!"

Mac rolled her eyes and turned back to the doors, "Donna, can you hear us?"

"Oi!" Donna continued to shout, clearly she couldn't make Mac out, "Oi, I'm not staying behind!"

"What did you do?" the Doctor spun to the larger Dalek, what he recognized as a Supreme Dalek.

"This is not of Dalek origin," it replied.

"Doctor!" Donna banged on the doors again.

"Whatever you did, reverse it!" Mac demanded.

"This is Time Lord treachery!" the Supreme Dalek sound almost sneering.

"Kenzie!" Donna tried rapping on the windows now.

"Us?" the Doctor gaped, "The door just closed on its own!"

"Nevertheless," the Supreme Dalek continued, "The TARDIS is a weapon and it will be destroyed!"

And before the horrified eyes of the two Time Lords, the TARDIS fell through the floor and down into the planet.

"Why did you do that!?" Mac jumped forward, trying to look down the chute it had fallen though, Jack reaching out to grab her arm, making sure she didn't fall through it, but there was nothing but darkness, "Where's it gone?!"

"What're you doing?!" the Doctor shouted at the same time, spinning to glare at the Supreme Dalek, "Bring it back! What've you done?!"

"The Crucible has a heart of Z-Neutrino Energy," the Supreme Dalek answered, "The TARDIS will be deposited into the core."

Mac stared in horror down the chute, her hearts freezing as she realized what that meant, "They took down the defenses..." she breathed, the three looking at her, "It's going to be destroyed…"

"But Donna's still in there!" Rose gasped.

"Let her go!" Jack demanded of the Dalek.

Mac closed her eyes, letting out a shaking breath…how…how did this happen!? She had promised, she'd SWORN that she'd protect Donna, that she'd make sure the human came out ok and then, in the blink of an eye, in the second her back had been turned…Donna was in danger again. She was trapped in a TARDIS with the power cut and crashing into energy that would destroy both of them. She just…this wasn't…this couldn't be happening.

SHE was supposed to be the one that helped the companions, not the one who failed them like the Doctor did. She had made a mistake in allowing the Doctor to teleport Donna in the Library even though she'd been safe in the digital world. But ever since then she had been trying to make up for it, to protect her that much more. She stayed with her in Midnight, she stood right outside the door on Shan Shen, she had stayed true to her world to protect Donna and now…now she was gone?

She just…she couldn't believe it. One second, one single second when her guard had been down and now Donna was gone. And it was HER fault this time. Donna had become HER self-proclaimed responsibility from the moment she'd decided to join the Doctor in the TARDIS. She'd failed…

"The female and the TARDIS will perish together!" the Supreme Dalek cheered as the Doctor rounded on it, staring at it in panic, "Observe," it twisted its eyestalk to a holographic screen that turned on, the Time Lords nearly drawn to it as they saw the TARDIS bobbing in the white hot energy of the core, "The last children of Gallifrey are powerless!"

The Doctor swallowed hard, he should have known the Daleks would scan them the moment they stepped out of the TARDIS even if Davros hadn't likely told them about her, they knew Mac was a Time Lady too. He reached out subtly, taking her hand in his and squeezing it just…knowing there was a chance she'd push his hand away but needing comfort and, luckily, it seemed she needed it as well as she held his hand just as tightly.

"Please," he breathed, still staring at the screen, "I'm begging you, I'll do anything!" he turned to the Dalek though he didn't let go of Mac's hand, something Rose seemed to notice, "Put me in her place! You can do anything to me, I don't care, just get her out of there!"

Mac flinched at the desperation in his voice, hearing it break, hearing the panic in it and she knew…he…cared about Donna. For all her words that he got his companions killed, for all her remarks about his lack of concern for them, for how he could abandon them and never look back, she _knew_ it was wrong. She knew HIM. He loved all his companions and now…Donna was dying a slow and painful and fiery death and he just wanted her back. He wanted her back and he would do anything to change her fate, he would put himself there in a heartbeat to know Donna was safe.

And she had to wonder how many times he'd felt that, offered that, wished that, to be in their place instead, to die instead of them.

Every time, she knew.

With every single companion he gave them a piece of his hearts, they found a way into his own and they seared themselves into his mind and his soul and to see the in pain and suffering and dying…she knew it killed him. It was the curse of a Time Lord to outlive others, to see them grow old and die. And she knew, it was more horrible for him because of the tendency for his companions to not last, for the humans to be more fragile than a Time Lord. He had to watch them go before their time, never growing old.

THAT was why he left them on Earth after a time. To give them that chance. He didn't abandon them, he just…he was protecting them, he was protecting them from the dangers he was WELL AWARE came with him. If he wasn't in their lives, they were safer, they could have that time to grow old and live a full life. She knew that was why he'd left Susan behind, to give her the chance to have that love, even if he grew older. Susan was still on her first life and even it if took her centuries, she could grow old. If she really, REALLY willed it…she might even be able to will herself to grow older at the same rate as her human. If she truly loved him she might even be able to pass like a human as well, they COULD refuse to regenerate if they desired.

She had been cruel and unfair to him, to spout out that he didn't care for the safety and lives of his companions.

He cared SO much…and now she was being forced to see how much. Karma was an evil wretch but she knew she deserved this for the hell she'd given him about Donna's safety. Now she was going to see firsthand how much the danger to his companions truly did affect him.

She glanced over at him when she felt him squeeze her hand harder, seeing him staring at the monitor with his teeth grit, panting, shaking and could only squeeze his hand back.

"You are connected to the TARDIS," the Supreme Dalek added, "Now, feel it die."

"No…" Mac breathed, feeling a double pain in her hearts at that, she hadn't been around TARDISes for so long…she'd never been bound to one as a pilot before, but she knew what a connection was like between a pilot and TARDIS. It was a mental connection, a psychic connection, and not only was the Doctor watching his companion dying, but his TARDIS as well…his home and…she realized with a start…

HER home too.

She had made a small life on Earth, yes, she'd claimed it was the only home she had left now, but…that wasn't true. No matter what a TARDIS was, it was the last piece of Gallifrey in existence besides them and…now it was being destroyed. And she'd only JUST realized she HAD come to see it as a home. She'd even called the room provided to her HER room only a short while ago…she'd always been a bit of a blind idiot when she was angry. Oh she could focus on everything and everyone else, get a task done, work things out but when it came to her own feelings…she never realized what she was feeling beyond anger till it was too late.

"Total TARDIS destruction in ten rels!" a Dalek announced.

Rose took a step towards the Doctor, intent to take his other hand at least, but he moved, stepping closer to Mac almost subconsciously, putting his other hand on the one he was holding as well, clutching her, no…clinging to her as though she could give him the strength he needed to face this…she knew it was because Mac was a Time Lady, that she was the only one who could truly offer him the comfort he needed, it was THEIR planet that was lost, it was THEIR TARDIS that was about to be destroyed, and it was THEIR Donna Noble that was in danger, she…would never understand that loss they already had, and Mac could. Mac was the only one who knew what it was like to fight in that war, to lose everything, to find a home in a TARIDS knowing no other existed, Rose was just…a guest, a traveler, a companion, Mac was…a kindred soul. And that hurt to see him turning to the woman who seemed so distant from him for strength instead of her.

"Nine! Eight! Seven! Six! Five! Four! Three! Two! One!"

The Doctor and Mac stared as the TARDIS faded away before their very eyes, seemingly consumed by the energy surrounding it, overpowered by it.

"The TARDIS has been destroyed," the Supreme Dalek announced, as though they weren't already aware of that, "Now, tell me, Doctor…what do you feel?" but the Doctor had no answer as he stared at the screen, Mac watching as a dark expression came across his face, his own anger and fury starting to seep into him, and did nothing to stop it, "Anger? Sorrow? Despair?"

"Try fury, hatred, and revenge," Mac shot the Dalek a glare, earning only a small twitch of the Doctor's lips for it. That was…exactly what he felt, now that he thought about it. He had felt all that the Supreme Dalek said, but…it was quickly fading into the ones Mac described.

"Then, if emotions are so important, surely we have enhanced you," the Supreme Dalek stated.

The Doctor just shook his head at the Supreme Dalek, "No, because to you, enhancing means becoming Dalek and we both know how you do that. Subtract love and add hate, and we will NEVER let that happen."

Mac looked down at that, her hearts cracking for two very different reasons. The first was…she HAD let it happen, hadn't she? She'd let her anger with the Doctor consume her, she'd let it go too far. She'd never had the best control of herself when she was angry, but she had never had it last this long before. The anger, at times, had turned to hate, she could admit that. She'd managed to keep the hatred from consuming her though but…just barely. And…she knew that she had come very close to BEING a Dalek when it came to the Doctor.

It made her sick, disgusted with herself to realize that. She had truly, essentially, become the thing she hated the most in her anger with him. The Daleks had no compassion, no sympathy, knew only anger and hate and didn't care who was hurt by what they did and…wasn't that her? Hadn't she been the exact same way with the Doctor? It was a jarring and sickening realization to be confronted with the fact that she had been such a Dalek to him. To be face-to-face with your worst enemies and realize how alike you were to them…god, she NEVER wanted to be that. She never wanted to be like a Dalek, but she had been.

And the second crack…the Doctor…he knew exactly what she was like to him, what she'd felt, what she'd thought and how she'd acted…he knew just how Dalek-like she'd been. And he'd said…he'd said 'we.' He'd said that they wouldn't let it happen, meaning…despite all she'd done to him, how she'd acted and what she'd said, he didn't think of her as a Dalek. He…he still had faith in her despite what she'd done to him. He still thought she was decent and good and everything a Dalek wasn't.

He still believed in her…and she knew he shouldn't.

Because she didn't deserve it.

"And yet you feel hatred for us," the Supreme Dalek reminded him.

"Yeah?" Jack scoffed, not about to let the Doctor or Mac fall into that trap, "Feel this!" he shouted, turning to shoot his gun at the Supreme Dalek, but the bullets were utterly useless as they merely bounced off its shielding.

"Exterminate!" the Supreme Dalek turned to him, firing a laser at the man, making him scream in pain and fall to the floor, unmoving, dead…though both Time Lords were well aware he was anything but.

Rose, however, didn't seem to notice that as she ran to his side, "Jack!" she dropped to her knees beside him, "Oh, my God. Oh, no..."

The Doctor looked over when he felt Mac let go of his hand, almost seeming startled that she'd pulled her hand away, but saw her glance at Rose and turned himself to see her beside the man, starting to go frantic. He walked over to her, kneeling beside her, "Rose..." he put his hands on her arms, tugging her up, "Come here. Leave him."

"They killed him…" Rose breathed.

"That shouldn't be all that much of a surprise to you," Mac remarked as the Doctor tugged her over, "Did they not crush the skull of a Torchwood employee before you? This time it was retaliation, he DID fire first."

Rose swallowed and glanced at Jack, swallowing hard, wincing as she realized she hadn't even noticed who had fired first just that Jack was dead.

"Escort them to the Vault," the Supreme Dalek ordered, "They are the playthings of Davros, now."

A Dalek rolled forward, pushing the trio out of the room with its sucker arm and eyestalk, the Doctor glancing back at Jack, who opened his eyes for only a moment before he winked and closed them again. He nodded to himself and turned back…only to stop for a single moment when he heard something he hadn't heard in centuries.

'_Jack's alive then?_'

He looked to the side to see Mac still walking and started to as well, it was her, she'd…she'd called out to him in his head. No matter what was happening, he had to smile at that, he knew she could hear him when he'd spoken some thoughts in his mind, but…to hear her actively talking to him there again, filling the silence that had settled upon his mind with the disappearance of the Time Lords…it was wonderful.

He caught her eye and gave her a small nod.

~8~

The only thing Mac could think of when she, Rose, and the Doctor were thrown into the 'holding cells' which were really more like spotlights that created a sort of field around those inside them to prevent them leaving, was…how in the world had Davros managed to create the Daleks when he was so bone dead stupid?

Light? A light-based holding cell? It was easier to escape than it was to learn Old High Gallifreyan!

She reached into her pockets, her hand clasping around what she'd need to be able to get out of her cell, just as Davros rolled forward into the light, smirking at them, "Excellent," he eyed the Doctor, before moving on with his rolling till he was between him and her, Rose on the Doctor's other side, him in the middle, "Even when powerless, Time Lords are best contained."

"Still scared of me, then?" the Doctor asked, though both women glanced at him, able to hear weariness in his voice. He reached out and touched the light-wall with his hand, creating a ripple around it to show the blue wall around them, before glancing at Mac giving her a curious look and earning a nod in return from her.

He felt the corner of his lip twitch up at that, seeing she'd already worked out a way to break free. And that was just as well, they both operated differently when they were upset. He tended to get overwhelmed with his own emotions, lose sight of the task ahead of him, be unable to focus on what had to be done. She tended to shut down her emotions, locking on just one (usually anger for fuel) and do nothing but focus on the situation till it was over. He would have to rely on her now, like he had so often in the past.

"It is time we talked, Doctor," Davros moved more before the Doctor again, "After so very long..."

"No," his head snapped back over to glare at Davros, "No, no, no, no. We're _not_ doing the nostalgia tour. I want to know what's happening right here, right now, cos the Supreme Dalek said 'vault,' yeah?" he gestured around, "As in, dungeon. Cellar. Prison. Which means?" he snapped a finger and pointed at Mac.

"You've lost control of your pets," Mac answered promptly, crossing her arms, just this once not saying anything to the Doctor about him pointing at her like she was a dog about to do a trick, "And now YOU'RE their pet."

"We have...an arrangement," Davros admitted.

The Doctor scoffed at that, "No, no, no, no, no, no, no. Mackenzie got it in one. You're the Daleks' pet!"

Davros smirked at that and chuckled, moving over to Rose, "So very full of fire, is he not? And loyalty to his people," he tilted his head, observing the blonde human, "You see how he turns to her, even now, for support instead of you, who crossed entire universes, striding parallel to parallel to find him again."

"Davros," Mac snapped, startling Rose with how the woman pulled the Dalek creator's attention away from her, "You want a target, pick someone more interesting than a human."

Rose nearly let out an offended huff at that, but then she caught sight of the look the Doctor was shooting her, a warning look not to say a word. And she realized…Mac was pulling Davros's attention to herself purposefully, she was trying to keep his attention OFF of her and protect her.

"You _would_ be a far more amusing plaything," Davros agreed, wheeling over to her cell, "Imagine that…a Time Lady to do with as I please."

"Don't you DARE touch her!" the Doctor nearly ran into the wall of his holding cell as he rushed to hiss at Davros.

"Why keep me alive?" Mac challenged, making the Doctor's hearts stop, "You and your children murdered millions of Time Lords. Why should you care about keeping me or the Doctor alive longer than this moment?"

"You must be here," Davros informed her, "It was foretold. Even the Supreme Dalek would not dare to contradict the prophesies of Dalek Caan," he pressed a button on his control panel and, much like in the TARDIS, the light on Dalek Caan lit up, revealing the mutant.

"So cold and dark," the Dalek half sang, "Fire is coming...the endless flames..."

"What is that thing?" Rose breathed, staring at it in horror.

"That's the last of the Cult of Skaro," the Doctor told her, "But it flew into the Time War, unprotected."

"Caan did more than that," Davros chuckled, "He saw Time. Its infinite complexity and majesty raging through his mind. And... he saw you. Both," he looked at the Time Lords, "Of you. The last two Time Lords in existence," and then glanced at Rose, "And a child of time."

"This I have foreseen in the wild and the wind," Caan agreed, "The Doctor and his Chosen will be here," he cackled as the Time Lords stiffened and glanced at each other at that, "As witness, at the end of everything. The Time Lords and the precious Children of Time! And one of them will die..."

"Was it you, Caan?" the Doctor snapped back at Caan, reminded of Donna, "Did you kill Donna? Why did the TARDIS door close? Tell me!"

"Oh, that's it!" Davros chuckled in delight, "The end, the fire, the rage of a Time Lord who butchered millions, did he not?" he looked at Mac who fell quiet, "There he is," and back to the Doctor, "Why so shy? Show your companion...show her your true self," he smirked as the Doctor remained silent, "Or do you fear she shall come to hate you if you do? Just as the Time Lady has?" Mac shot Davros a glare for that remark, "She has seen your true self, Doctor, can you claim any would not hate you either if they knew?"

Mac looked at the Doctor, feeling a horrible feeling rise in her to see him look down, to see him unable to answer. She hated him at times, yes, but…never truly. No matter how hard she tried, anger was easy…hate was not.

And yet…he seemed to think she did hate him.

"Dalek Caan has promised me that too," Davros remarked.

"I have seen it," Caan cried, "At the time of ending, the Doctor's soul will be revealed."

"What does that mean?" the Doctor looked up, his voice only barely masking his fear.

"We will discover it together," Davros nodded, "Our final journey. Because the ending approaches. The testing begins."

"What test?" Mac called as Davros began to wheel away.

"The Reality Bomb," he paused, turning his chair back to them to answer, "Behold...the apotheosis of my genius," he pressed another button on his controls and a holographic screen sprang to life above them, showing them a chamber filled with different people, a second screen above it displaying the planets outside.

"...two, one, zero," they could hear the Supreme Dalek giving orders, "Activate planetary alignment field!"

And right before their very eyes, the planets started to glow white, "That's the same energy as in the core!" Mac gasped, noticing that.

"Z-Neutrino Energy," the Doctor nodded, "Flattened by the alignment of the planets into a single stream…" he cut himself off on horror.

"It…can't be," Mac breathed, working out what it was as well, Rose looking between them, lost.

"Davros," the Doctor turned to the alien, panicked, sounding truly frightened, "Davros, you can't! You CAN'T! NO!"

"You've got to stop it!" Mac shouted, "Turn it off!"

But it was too late, the same white energy built up at the top of the chamber and shot down at the people inside it, dissolving all of the people into nothing but atoms until the light around the planets began to dim.

"Test completed," Davros smirked at how utterly disgusted and horrified the Time Lord were by what they'd just witnessed.

"Doctor," Rose swallowed hard, clearly shaken by what she'd seen, "What happened?"

"Electrical energy, Miss Tyler," Davros answered instead, seeing that both the Doctor and Mac seemed utterly speechless, "Every atom in existence is bound by an electrical field. The Reality Bomb cancels it out, structure falls apart. That test was focused on the prisoners alone. Full transmission will dissolve every form of matter."

"The stars are going out..." Rose breathed.

"You're using the 27 planets like a transmitter," Mac realized, "To send the wavelength out through the entire Universe…" she looked at the Doctor, "And the fracture between worlds…"

He nodded solemnly, understanding what she was saying. The parallel worlds were sealed off entirely, they were their own universes, separate and divided from this one. The Reality Bomb would have ONLY affected this reality…if the integrity of the walls of the Universe were sound. But with the one single fracture from the Dimension Cannon Rose's Torchwood had built…the affects of the Bomb were seeping into other worlds as well, affecting all of them just as Rose had said.

"Never stopping," Davros laughed, "Never faltering. Never fading. People and planets and stars will become dust. And the dust will become atoms and the atoms will become... nothing. And the wavelength will continue, breaking through the Rift at the heart of the Medusa Cascade, creeping through the fractures in the walls of the worlds and into every dimension, every parallel, every single corner of creation!" the Time Lords looked at him with a hard expression as his voice became more hysterical and insane sounding to them, "This is my ultimate victory! The destruction of reality itself!"

They looked up when the monitor displaying the planets flickered and Martha appeared, "This message is for the Dalek Crucible. Repeat: can you hear me?"

Davros seemed utterly too pleased to see Martha there and actually tapped his fingers together in anticipation, "It begins as Dalek Caan foretold."

"The Children of Time will gather..." Caan recited, "And one of them will die!"

"Oh enough already!" Mac snapped at the Dalek.

"Stop saying that!" the Doctor agreed.

"Doctor!" they looked up as Martha was completely patched through, able to spot them now, "Mac! Oh…" she let out a breath, seeing the Time Lady, "Mac I'm…I'm sorry. I had to."

Mac stiffened at that, "What did you do Martha?"

"Oh!" Davros grinned, "But the Time Lords are powerless, my prisoners. State your intent."

"Dr. Jones what did you do!?" Mac gave her another look as she hesitated to answer.

Martha bit her lip a moment before holding up a small, black square, like a computer chip of some sort in her hand, "I've got the Osterhagen Key."

"What!?" Mac demanded, startling the Doctor and Rose into looking at her at how panicked SHE seemed now, "Martha no!"

But Martha continued, speaking to Davros more than them now, "Leave this planet and its people alone, or I'll use it."

"Don't you DARE Dr. Jones!"

"Osterhagen what?" the Doctor shook his head at Martha and turned to Mac, "What's an Osterhagen Key?"

"A key that sets off 25 nuclear warheads embedded in the Earth's crust," Mac deadpanned, far too serious and far too displeased with the humans for the Doctor's liking, "If they go off, they tear the Earth to shreds," she glanced at the Doctor.

"What?!" the Doctor gaped at her, completely appalled and disgusted with that, "Who invented that?! Well, someone called Osterhagen, I suppose…"

"Dr. Jones have you completely LOST your mind!" Mac went back to Martha, "I ordered you to destroy that key! I told UNIT to dismantle the warheads! Do you humans EVER listen!?"

"It was by government sanction," Martha tried to defend her actions in not destroying it, "The Osterhagen Key is to be used if the suffering of the Human Race is so great, so without hope...that this becomes the final option."

"That's NEVER an option!" Mac and the Doctor shouted at the same time.

"Don't argue with me!" Martha snapped, "Cos there's more than that. Now, I reckon the Daleks need these 27 planets for something, but what if it becomes 26? What happens then? Daleks?" she glanced at Davros, "Would you risk it?"

But while Davros was smirking at how the humans were starting to act, the Doctor and Mac looked completely disgusted and disappointed in what Martha was threatening to do…

"She's good," Rose gave a smile at the woman.

"She's talking about _genocide_!" Mac snapped at Rose, "Are you REALLY that blinded by the Doctor that you can't see that genocide is _wrong_? Or are you just that uncaring for the Earth now that you've got a different one to go back to?"

"I just meant…" Rose began, startled that Mac was that against it.

"She is threatening to _destroy the entire Earth_," Mac kept on, "Murdering billions of human lives, all of them dying in a fiery explosion! Man, woman, and CHILD, Rose! And you think she's GOOD to do that? What is WRONG with you!?"

"It's for the sake of all creation!"

"Is that what the Doctor told you he had to burn Gallifrey for?" Mac shook her head, "Just because the Doctor did it does NOT make it RIGHT!"

The Doctor closed his eyes tightly at that, hearing Mac shouting basically across him at Rose but talking so much about what HE had done…god it hurt. It hurt because…that WAS his companion threatening to do the same. He'd told Martha what he'd had to do during the war to end it, and now…she was taking the same steps. He'd told his companions it was the _only_ way to keep the Universe safe from the Daleks, he'd made them believe that, to face the Daleks, THIS was the only way to stop them. Martha was doing this because HE had done it and Rose…Rose was agreeing it was just and right because HE had done it and…

Mac was right. Just because he had done it did NOT make it right, it was the worst mistake he had ever made in his entire life…with activating his Contract being a close second. But it was a decision he still couldn't live with, and he knew for a human…it was not something Martha could ever live with herself for doing, if she even survived it. A dark part of his mind that sounded slightly like Mac muttered that at least Martha was intent to die WITH her planet instead of watching it die from a distance. That same dark voice DID have to wonder…why was ROSE cheering Martha on like this, not even hesitating to say it was wrong to commit genocide. She knew what the Daleks were like, she knew they would never back down, she knew they wouldn't be swayed and that it would mean Martha would HAVE to use the key and she was just standing there, calm. WAS it because she DID have a planet and a life and a family to go back to? Did she consider this Earth not her home any longer?

One thing though…one thing he knew for certain…if this happened, if Martha did it with Rose smiling along…all her efforts to get back to him would be for nothing. Because he would NEVER take someone who condoned genocide along with him, HE hated it more than anything, he tried to prevent it everywhere he went, to save others from the horrors of the decision he had made and the crushing guilt that went with it. He would NEVER allow Rose to travel with him if she was going to agree to this action.

"Who's that?" Martha squinted, trying to see who Mac was shouting at.

"My name's Rose," Rose turned back to Martha, not wanting to deal with the irate and 'holier than thou' Time Lady, "Rose Tyler."

"Oh, my God..." Martha breathed, "He found you."

Before Mac could open her mouth to tell Martha that Rose had found HIM, and in so doing had fractured the wall of the world so much that the Daleks were able to bleed their end of reality into other realities as well, the monitor of the testing room flickered and Captain Jack was back with them, but he wasn't alone. Beside him was Sarah Jane Smith, Mickey Smith, and Jackie Tyler.

"Captain Jack Harkness calling all Dalek boys and girls!" he grinned, "Are you receiving me? Don't send in your goons or I'll set this thing off!" he lifted his hand to reveal a rather large diamond shaped crystal hanging off a chain with wires sticking into it.

"You're kidding me!" Mac shook her head, exasperated, recognizing the diamond for what it was.

Rose was of a similar exclamation, but more in shock at seeing Jack alive, "He's still alive! Oh, my God, that's…" and then she noticed who was right beside him, "That's my mum!"

"And Mickey," the Doctor remarked, "Captain, what are you _doing_?"

Jack just held the diamond up higher, "I've got a Warp Star wired into the mainframe. I break the shell...the entire Crucible goes up."

"Are all your companions just THAT mental!?" Mac shot a glare at the Doctor.

"You can't do that!" the Doctor ignored her, trying to talk his companions down, "Where did you get a Warp Star?!"

"From me," Sarah Jane stepped up, "We had no choice, we saw what happened to the prisoners."

"And you couldn't trust that we'd find a way to stop them!?" Mac shouted up at her now.

"There's not much you can do from a prison cell," Rose called over.

"This?" Mac scoffed, "This is child's play to get out of. Even the DOCTOR could work out how to do it."

"Then why haven't you?"

Luckily, very luckily, Davros didn't seem to hear what she'd said, that she and the Doctor could easily break out of their cells, as he stared in shock at Sarah Jane, "Impossible. That face...after all these years."

Mac's jaw clenched, knowing she could say no more without risking Davros truly hearing her. The creator of the Daleks was arrogant, he'd have ended up telling them his entire plan, possibly even showing them the controls for the Reality Bomb. They NEEDED to see it first before they could escape. They needed to know as much as possible but now with the companions interfering…Davros was distracted, yes, they could escape now, true, but…they needed more information first.

A mirror. That was how, one simple mirror to reflect the cell's energy field, similar to how the compact had helped keep the red laser beams from coming on in Messaline.

"Davros," Sarah Jane breathed, having hoped that the voice she'd heard over the subwave had been her imagination, before she glared at him, "That's been quite a while. Sarah Jane Smith. Remember?"

"Oh," Davros sounded FAR too pleased by what was happening, "This is meant to be. The Circle of Time is closing. You were there on Skaro at the very beginning of my creation."

"And I've learned how to fight since then. You let the Doctor and the others go or this Warp Star, it gets opened!"

"And you destroy all of us with it," Mac shook her head.

"It's the only way," Sarah Jane lifted her face.

"My god, do you even realize how powerful a Warp Star is?!" Mac shouted, "This is why the Doctor should leave you humans alone! You never learn what you're doing before you do it!"

The Doctor looked down at that, more upset with what his companions were about to do than what Mac was shouting at them.

"A Warp Star wouldn't just take out the Crucible, it would destroy ALL the planets in this pocket!" Mac told them, "You do this, you don't just murder us, you want to do that, go ahead, I don't care if I live or die, but you are talking about the innocent lives of _27 other planets_!"

The Doctor closed his eyes at that, wincing, was this what he'd done to them? Donna had remarked once that he'd turned Martha into a soldier, had HE turned the others into murderers? That they could stand there and be ready to obliterate 27 planets? It had killed him, literally killed him to do that to his own planet, just one single planet, and now they were threatening 27?! Oh he knew what they might have thought if they knew about the engine that the Daleks were building, that they could always find another Earth sized planet if Martha used that key…but if the Daleks themselves were destroyed…but that was just it…they had NO idea about any of that, they were just…willing to destroy all that life.

This…this was his fault, all of it…

"I'll do it if I have to," Jack nodded, tweaking the necklace threateningly, "Don't imagine I wouldn't."

Rose let out a laugh at that, "Now, that's what I call a ransom."

"Do you people HEAR yourselves!?" Mac shook her head, completely disgusted at what was happening, "That's not a ransom, that's murder! The Daleks won't care, nor would they give in. That's genocide and destruction and an END to LIFE!" she stared at them, "You really think that's something your precious Doctor would WANT?"

And with that, they all looked at the Doctor though Mac had no idea what they thought they would see on him. A smile? A nod? Approval? Hardly. For all her anger at him for what he'd done to Gallifrey…she had seen him protecting worlds after it, refusing to allow them to be destroyed. His guilt for what he'd done was keeping other planets safe and preventing more genocide and more destruction and now his own companions were about to do the same.

Even SHE knew that approval would be the LAST thing he gave them.

And looking at him now, his head bowed, his eyes closed tight, his face scrunched in pain…it was all too obvious how this entire situation was tearing him apart.

"Doctor?" Rose whispered, sounding startled to see him so affected.

"And the prophesy unfolds," Davros smirked.

"The Doctor's soul is revealed!" Caan cheered, "See him! See the heart of him!"

The companions could only watch in silence as he slowly shook his head, his hands making bitter fists beside him, but only Mac was privy to what was racing through his mind. He was almost projecting his thoughts out, his mind so weighed down, so burdened that he was just letting go, he wasn't holding back, he couldn't. And she couldn't block him out.

"The man who abhors violence," Davros wheeled closer to look at his face, "Never carrying a gun. But this is the truth, Doctor…you take ordinary people and you fashion THEM into weapons. Behold your Children of Time transformed into murderers. I made the Daleks, Doctor. You made this."

"They're trying to help," he breathed, though his voice was shaking, sounding hollow, like he almost didn't believe what he was saying.

This…what they were about to do wouldn't help anyone.

And he had to wonder, Mac's words coming back to him, were they doing this because they had such little faith in his ability to stop it?

"Already, I have seen them sacrifice today for their beloved Doctor. The Earth woman who fell opening the subwave network."

"Who?" Mac glanced at Rose, seeing the Doctor flinch at the mention that yet another person had died.

"Harriet Jones," Rose swallowed, "She gave her life to get him here."

Mac closed her eyes for a brief moment, she knew Harriet Jones, she'd met the woman during her debriefing of the first Slitheen incident. She had whole heartedly agreed with her idea to use Torchwood to take out the Sycorax. SHE had been the one helping the organization out when they'd lost 1/3 of their staff, on loan from UNIT. SHE had been the one to fix the laser that took out the ship…and then dismantled it and removed the critical component that made it work so that the facility could never use it again. They had refused to allow her to remain there, contrary to their 'if it's alien, it's ours' policy. They had gotten reports of how she handled too advanced objects, what she did to them, and since she was 'on loan' from UNIT they couldn't keep her anyway.

She agreed that there were times the Doctor wasn't there and the Earth would need help. And that was where SHE stepped in. Harriet had wanted to keep her a secret weapon, a last resort, so she'd put out a call to the Doctor in a last ditch effort, had been about to request her assistance when she'd been taken to the Sycorax ship she'd told her after she'd been deposed. She'd regretted it, regretted asking for the Doctor then, knowing that SHE wouldn't have had an issue with the Torchwood laser as she had been helping with it.

But that thought…that thought that the Doctor wasn't always on Earth…hearing that Harriet Jones had fallen, it forced another thought into her mind. The Doctor hadn't even _been_ on Earth and someone who knew about him had died. She went on and on about how he abandoned his companions on Earth, how he got the ones who stayed killed, because he was dangerous. It was dangerous regardless of whether he was there or not. Aliens knew about the Earth, they'd keep coming, whether he was there or not. How many people had died in alien attacks that had nothing to do with the Doctor? She couldn't blame them on him, she couldn't blame those deaths on him and while Harriet had been working to get the Doctor back, had died because of it, the Doctor hadn't even been there when it happened.

It…it wasn't always his fault, was it?

"How many more?" Davros had to wonder, "Just think. How many have died in your name?"

Mac's head snapped to the side to look at the Doctor as she saw it in his mind, saw him remembering person after person, so many of them dying because of him, protecting him, helping him, searching for him, saving him, and so many other ways that still involved him. She could feel it too, something she hadn't felt in…centuries, she could feel HIM. They had only just begun a small emotional tie to each other when they first started courting, it was tentative, easily broken, but…it seemed some of the fragments still worked and she could feel the guilt crushing him.

And the worst part…she could hear her own words echoing in his mind, how she spoke of the little lives and all the people that died helping him.

"The Doctor..." Davros tilted his head, staring at him, watching the man near a breaking point, "The man who keeps running, never looking back, because he dare not, out of shame."

The Doctor flinched and so did Mac, hearing her own words in his mind, the times she'd remark about how he abandoned people and never saw them again, left them alone to their fates.

"This is my final victory, Doctor. I have shown you... yourself."

Mac let out a breath, hearing her own words in his mind, hearing herself sounding…just like _Davros_…it was…alarming and it…it was disgusting. Seeing him so affected because of that…seeing him starting to think the Dalek creator was right because SHE had said the same thing...seeing him starting to break…she was NOT going to let him go down this way.

"_Snap out of it Theta,_" she snapped at him, knowing that she should be gentler, but he needed this, he needed a firm voice, a familiar one, a familiar language.

His head snapped up to look at her for it, his eyes wide, "_N-Naery?_" he looked at her as though he couldn't believe she was trying to stop his distressing thoughts.

"_Do not let the Daleks win,_" she gave him a pointed look, "_Do not let them break you._"

"_But…YOU said…_"

"Enough!" the booming voice of the Supreme Dalek cut in, "Engage defence zero-five."

The Doctor held Mac's gaze despite that, the two Time Lords staring each other down, the Doctor's words unfinished, though they both knew what he was going to say, and Mac's jaw tensing, not wanting to say it, not wanting to admit all that she'd said to him had just been her anger, that she didn't think that of him, she…partially did, not as much as before but…she hated taking back her words.

"It's the Crucible..." Martha held up the key, seeing the Time Lords not looking, "Or the Earth."

"Transmat engaged!" a Dalek shouted and suddenly Martha was encased in a white light so bright that it pulled the Time Lords' attention back to the present just as Martha on screen disappeared, the key falling out of her hold, and reappearing in the Vault with them, the same happening to Jack, Mickey, Sarah Jane, and Jackie as well.

"Martha!" Jack rushed to her side, "I've got you, it's alright…"

"Don't any of you dare move," Mac snapped at them, in NO mood to have any of the Doctor's former companions question her or disobey, they'd caused enough trouble already, "You stand STILL."

The humans looked at her, a bit startled at her command, but Martha instantly did as she was told. She recognized that tone from Mac, it was the one that spoke of hell to pay for disobedience. It was the tone that told her a plan had just been ruined because of their actions…she'd heard it right when she'd realized the Doctor was there for the Sontarans. It was a tone that said she was at the end of her rope and was an inch away from being furious…and she'd experienced Time Lord Fury before…never again.

"Guard them!" Davros ordered his Daleks, "On your knees, all of you. Surrender!"

The Doctor swallowed but called out, a bit less harsh than Mac had, "Do as he says."

The humans glanced at the Daleks as they were surrounded, slowly kneeling down with their hands behind their heads.

"Mum," Rose hissed to her mother, "I told you not to!"

"Yeah, but I couldn't leave you," Jackie whispered right back.

"The final prophesy is in place," Davros nodded, "The Doctor and his children all gathered as witnesses. Supreme Dalek... the time has come! Now.." he lifted his arm, pointing a finger towards the sky, "Detonate the Reality Bomb!"

"Activate planetary alignment field!" the Supreme Dalek ordered and the monitors flickered to reveal the planets once more, starting to glow, "Universal reality detonation in 200 rels!"

The Doctor looked at Mac, giving her a nod, telling her to get ready to escape as she pulled the mirror from her pocket, unlike the last one which was a compact on, this was just a small square of reflective surface.

Davros roared with insane laughter, not seeing their subtle nods and preparations, though the companions across from them had seen it and were watching with bated breath what they'd do, "Nothing can stop the detonation! Nothing! And no one!"

The Doctor was just about to shout 'Now!' so that they could make their escape and stop the bomb, when a sound they NEVER thought they'd hear again echoed through the room, stunning the both of them into shock.

The wheezing of the TARDIS had begun, along with the box itself fading into existence just across the room from them.

"But that's..." the Doctor shook his head, not understanding.

Mac glanced over, hearing Caan actually giggling, sounding almost HAPPY, while the other companions looked at the box with their eyes wide.

"Impossible!" Davros cried as the box solidified, a bright white light shining through the windows before the doors opened…

And another Doctor was standing there.

"Brilliant!" Jack had to laugh, just…overwhelmed with the situation in the best possible way.

Mac and the Doctor stared at the new Doctor in a combination of horror and disbelief respectively. Mac felt her hearts breaking at the sight as she worked out what had to have happened in the TARDIS for the man to be there. For one brief moment, when she'd seen the TARDIS appearing, she'd had hope that Donna was alive and alright if the TARDIS was, she'd felt a weight lift off her to realize the woman was safe, that she hadn't been hurt, that she wasn't dead like she'd feared…but now? For that second Doctor to be there?

Human Biological Metacrisis.

The Doctor had put all his regeneration energy into his hand, all it would need, much like a low-energy Dalek would need, was the touch of a living organism to take a morsel of the DNA from to regenerate itself into life again. If anyone, anyone at all, touched that hand…it would create a metacrisis, it would take something from the person, like a spark of life, and forge a connection between them, transferring some part of itself to the other person in reciprocation of being allowed to live.

_Donna_ was the only one in the TARDIS.

Her hearts were breaking all over again because a human biological metacrisis between a Time Lord and a Human was deadly. Donna may survive another hour or two but…it would kill her if they didn't stop it…

Davros seemed equally horrified, though not for the same reason Mac was as he rolled backwards, afraid as well, the Meta-Doctor running towards him with some sort of gun-like device in his hands.

"Don't!" the Doctor tried to call out a warning.

But Davros had already fired a bolt of energy at the Meta-Doctor, sending him flying back to the ground, seemingly just winded and not too hurt, "Activate holding cell!"

Just as a light started to shine down on the Meta-Doctor, Donna peeked her head out of the TARDIS and ran out, "Doctor!" she ran for the device the Meta-Doctor had dropped and picked it up, though she clearly had no idea how to operate it, "I've got it! But I don't know what to do!"

"Donna no!" Mac shouted, "Just drop it!"

Davros didn't even wait to see if she would as he sent a bolt of energy at her as well, sending her flying back into the controls for the Crucible.

"Donna!" Mac quickly knelt down, getting the mirror under the cell's wall and standing, using the mirror to sort of lift the wall up with her, making a sort of upside down V for her to escape under, shocking everyone except Martha and the Doctor with how easy that had been. The Doctor because he knew that the light was reflective and susceptible to mirrors but just not having one on him, and Martha because she knew Mac thought outside the box like that.

Mac tried to kick the mirror over to the Doctor's cell but it didn't make it and she knew he'd want her to see to Donna first before him, so she ran, ducking under a bolt that Davros sent at her and rushing to pull Donna behind the controls for cover.

"Davros!" the Doctor shouted, trying to keep the man from going after Mac, "Davros you need to stop this!"

"Destroy the weapon!" Davros pointed at the gun that Donna had dropped, needing that taken care of first as a Dalek fired a laser at it, destroying it as commanded, "I was wrong about your warriors, Doctor. They are pathetic. They can't even function without a Time Lord helping them," he threw an arm towards the controls where Mac was hiding with Donna, silently ordering the Daleks to go over there and dispose of them, which they turned to do.

"How comes there're two of you?!" Rose looked at the Doctor.

He closed his eyes at that, at how she was really asking about THAT instead of if Donna was alive.

"Human biological metacrisis," his other self started to explain.

"Never mind that," he cut in, his eyes flying open, "We don't have time for that. Mackenzie!" he turned, trying to see behind the controls, she was over there, she could stop it all.

But Davros chuckled, seeing the Daleks closing in on the controls, knowing that Time Lady would be surrounded soon and unable to do anything, "Stand witness, Time Lords. Stand witness, Humans," he turned his chair towards the monitor of the planets again, "Your strategies have failed, your weapons are useless, and...oh…the end of the universe is come."

The Doctor's gaze was locked on the controls though as the others watched the planet, his face as close to the invisible wall as he could get, nearly laughing in joy as he saw Mac pop up with a…a spanner in her hand and swing it at the three Daleks near her, breaking the eyestalk off one and making it fire rapidly at her, pulling Donna down so it took out the two across from her before she ran to the side, knowing it couldn't see and swung the spanner down on its laser arm too, just as Donna ran for the controls and started to type, Davros too distracted by his victory and mad cackling to even hear the commotion going on across the room.

"Nine...eight...seven...six..." the Supreme Dalek began to count, "Five...four...three...two...one…"

He really DID laugh when the power went out around the planets, the screen going dead a moment later as an alarm went off.

"Oh..." Donna's voice carried over to them, "Closing all Z-Neutrino relay loops using an internalized synchronous back-feed reversal loop!" she reached out and flicked a switch on the controls before her, Mac moving to the controls across from her that she couldn't reach, "That button there!"

The Doctor chuckled at that, "Donna, you can't even change a plug!"

"Do you wanna bet, Time Boy?" Donna sent a smirk right back at him.

Davros though was not quite so amused as he turned to glare at the two women, "You will suffer for this."

Donna merely raised an eyebrow at that and flicked a switch, causing a rather painful looking electric shock to race up Davros's arm, making him cry out in pain, "Oh...bioelectric dampening field with a retrogressive arc inversion."

"Exterminate her!" he snapped at his Daleks, pointing at the ginger woman more than the Time Lady…big mistake.

Mac shook her head and leaned over, hitting a button and turning a knob as the Daleks started to advance with cries of 'Exterminate!' only for them to simply power down, "Time Lady Davros," Mac shook her head at him, "Macrotransmission of a K-filter wavelength can block Dalek weaponry if used with a self-replicating energy blindfold matrix."

The Doctor blinked, "How did you work that out?"

"Donna did," Mac gave him a meaningful look, Donna had started the sequence, she'd merely finished it.

"Time Lord," the Meta-Doctor nodded sadly, "Part Time Lord."

But Donna didn't seem to see his sorrow as she grinned widely, "Part Human!" she cheered, loving it all, "Oh, yes! That was a two-way biological metacrisis. Half Doctor...half Donna!"

The Doctor blinked at that, something from his travels striking him about it, "The Doctor-Donna...just like the Ood said, remember? They saw it coming! The Doctor-Donna."

Mac closed her eyes, forcing down the thought that, if the Doctor knew it was coming from that point then he should have tried to prepare for this, warn Donna, helped keep her safer…but she reminded herself he'd only just realized it now and the Ood weren't known for really being able to clearly express themselves due to the translator balls. Their message could have been garbled or even easily misinterpreted.

"Deactivating the holding cells," she murmured, reaching out to flick a switch, the lights going off around the two Time Lords and Rose, "Should seal the Vault too to be safe," and she did that too.

"Well, don't just stand there, you skinny boys in suits," Donna mock-huffed at them, "Get to work! We ain't gonna do all the work!"

The two Doctors looked at each other and dashed over to the controls, the Meta-Doctor moving in between Mac and Donna on one side, his back to Davros, while the Doctor ran around between them on the other side, facing the alien.

"Stop them!" Davros shouted, even though the Daleks' weapons were powerless now, "Get them away from the controls!"

Donna shook her head at that and flicked a switch absently, "And...spin…" she smirked, earning a laugh from the others as the Daleks around them started to spin in place, actually crying out for help they had such little control of themselves, "And...the other way!" she hit another switch and they reversed direction but only on their top halves.

"What did you do?" the Meta-Doctor looked at her from where he was working, amused, the Doctor and Mac more silent.

"Trip-stitch circuit-breaker in the psycho-kinetic threshold manipulator."

"But that's brilliant!" he laughed, smiling widely, before he glanced at his other self, "Why did we never think of that?"

"Because you two...were just Time Lords! You dumbos. And Mac likes simpler solutions than all this technical mumbo jumbo. You're lacking that little bit of Human, that gut instinct that goes hand-in-hand with planet Earth. I could think of ideas that you two couldn't dream of in a million years! Ah, the universe has been waiting for me! Now... let's send that trip-stitch all over the ship. Did I ever tell you," she stood proudly, pointing at herself, "Best temp in Chiswick?" she grinned, typing in midair, "A hundred words per minute! Come on then, we've got 27 planets to send home."

The Time Lords got to work on the controls, ignoring the Daleks still crying out for help behind them.

"I've got the magnetron activated," Mac called out so they knew her progress.

"Stop it at once!" they could hear Davros shouting, but Jack and Mickey quickly took care of silencing the man, the rest of the companions focusing on getting the malfunctioning Daleks away from the four of them, pushing and kicking them down a corridor.

"Ready?" Donna looked at the three Time Lords, "And reverse!" she and the Doctor ran to the side and pulled two rods down, allowing the fields holding the planets in the pocket to slowly ease up, the planets starting to disappear as Mac and the Meta-Doctor put in the commands.

"Off you go, Clom," the Doctor rushed to help them.

"And Sontar," Mac nodded.

"Back home, Adipose Three!" the Meta-Doctor cheered.

Donna flicked two switches up and kicked a third with her foot, "Shallacatop! Pyrovillia! The Lost Moon of Poosh. Topping. Ha!"

"We need more power…" the Doctor murmured as he looked at the readings, the planets getting bigger and bigger as they went, requiring more juice.

"Is anyone gonna tell us what's going on?" Rose asked as she and the other companions wandered over.

"I'd…like to know as well," Mac glanced at the Doctor and then to Donna, hoping vainly that what she thought might have happened, hadn't happened the way they feared it had, that there might be something in the metacrisis that could save her.

"He," Donna pointed at the Doctor, "Poured all his regeneration energy into his spare hand, I touched the hand. He," she moved her finger to the Meta-Doctor as he grinned at them, "Grew out of that, but that fed back into me. But, it just stayed dormant in my head 'til the synapses got that little extra spark, kicking them into life. Thank you, Davros! Part Human... part Time Lord. And I got the best bit of the Doctor. I got his mind."

Mac looked at the Doctor, the two of them seeming to be communicating silently though they weren't actually speaking to each other even telepathically. So that was it then, that was how they'd have to save her. If all she got was the Doctor's mind…well…that left only one option didn't it?

Remove the Doctor from it…in every single way.

"So there's THREE of you?" Sarah Jane stared at them.

"Three Doctors?" Rose shook her head.

"I can't tell you what I'm thinking right now," Jack remarked.

"It if, at some point, involves me," Mac shot him a look, "I don't want to know."

"You're so unique that the timelines were converging on you," the Doctor looked at Donna sadly, "Human Being with a Time Lord brain."

"But you promised me, Dalek Caan!" Davros's shout made them all turn to see the man facing the mutant Dalek now, "Why did you not foresee this?"

"You think he didn't?" Mac called.

"Something's been manipulating the timelines for ages," the Doctor agreed, "Getting Donna Noble to the right place at the right time."

"This would always have happened," Caan began, "I only helped, Doctor."

"You..." Davros looked at Caan, stunned, "Betrayed the Daleks?"

"I SAW the Daleks. What we have done throughout time and space. I saw the truth of us, Creator, and I decreed 'no more.'"

"I will descend to the Vault!" the Supreme Dalek cried.

"Heads up!" Jack shouted, lifting his gun to aim it at the oversized Dalek as it lowered into the room.

"Davros, you have betrayed us."

"It was Dalek Caan!" Davros actually started to roll back at that, as though trying to avoid the massive Dalek.

"The Vault will be purged! You will all be exterminated!"

They all ducked down as a bolt of laser flew out, Davros moving to the side to avoid it, only for it to hit the magnetron as Jack leapt to his feet, "Like I was saying, feel this!" he cried, firing at the Dalek and destroying it.

"Oh," the Doctor hissed as he looked at the magnetron, it was completely destroyed, "We've lost the magnetron! And there's only one planet left…"

"Let me guess," Mac cut in, rubbing her forehead, "Earth?" she shook her head, "Of course," and turned to the controls seeing if there was any way to bypass the magnetron and get it working.

"No, no, no," the Doctor smiled, "We can use the TARDIS!" he turned and dashed into the box as the Meta-Doctor turned to Mac to help her.

"Holding Earth stability," the Meta-Doctor reported, trying to get it ready for alternate transport.

"I've got the atmospheric shell locked," Mac nodded, "But it won't hold much longer.

"The prophesy must complete," Caan called over to them.

"Don't listen to him," Davros actually seemed to beg now.

"I have seen the end of everything Dalek, and you must make it happen, Doctor."

Mac looked up at him, "Don't."

"But he's right," the Meta-Doctor looked at her, "Because with or without a Reality Bomb, this Dalek Empire's big enough to slaughter the cosmos."

"It's genocide…"

"I thought YOU'd be happy to see them go?" the Meta-Doctor turned to her. He had most of the Doctor's memories from up to when his hand had been severed, got bits and pieces and fragments of it in the regeneration energy, he knew enough to know who this woman was, even her name, he knew she was angry, he knew she as bitter and he remembered feeling pain from her, but…he would have expected her to want the Daleks gone.

"And the last time you tried it, it didn't work," she sent him a glare, "And we lost Gallifrey for it!"

"They've got to be stopped!" he argued.

"Don't you see, they'll never _be_ stopped!" she slammed her hands down on the controls, startling the humans who were shifting to the side, watching her go toe-to-toe with the Doctor, "You'll keep trying and genocide will keep happening and they will ALWAYS escape. Gallifrey, Satellite 5, Torchwood, Manhattan, always genocide and they ALWAYS appear again!"

"This time I'll get them all," he swore.

"Just…just wait for the Doctor," Donna tried to plead.

But the Meta-Doctor didn't even take his gaze away from Mac as he said, "I _am_ the Doctor."

Mac shot him a glare and pushed away from the controls, "Then there's only one person who can stop you."

The Meta-Doctor didn't even need to look after her to know where she was rushing to. And he actually felt a tiny pang in his hearts that he knew was more from the actual Doctor's memories than his own feelings, she actually thought it was _the Doctor_ that could stop him? That the only person who could get him to stop anything was himself?

She should ask herself why he'd not spoken to her before his wedding.

"Maximizing Dalekanium power feeds," he shook his head, knowing he needed to focus and be quick, "Blasting them BACK!"

Mac flinched as she just reached the TARDIS doors, hearing the Daleks starting to explode behind her, one by one, screaming. She thought, for one brief moment, why had the humans just stood there? They could see him getting ready to attempt genocide again, they'd seen how much it had broken him to hear THEM talk of it, yet none of them had thought to run and get the actual Doctor while she'd been trying to stall him?!

"Doctor!" she shouted through the doorway as he looked up, hearing the screams.

He ran for the door, looking out it at the mass of explosions going on around them, "What've you done?!"

"Fulfilling the prophesy," was all the Meta-Doctor could ground out before the Doctor physically pulled him away from the controls.

"Do you know what you've done?" he cried at himself.

"You've weakened the integrity of the ship!" Mac told him, grabbing his other arm and shoving him towards the TARDIS, "We don't have the time to get the Earth stable and connected to the TARDIS now!"

"Get in the TARDIS!" the Doctor barked, not even realizing that for once Mac and he seemed to be working together and agreeing on something.

"That goes for you too!" Mac snapped at the humans, "In there. NOW!"

Martha jumped into action with Donna, urging the others into the TARDIS, all of them running for it now, the Meta-Doctor standing just inside the door to make sure they all got there, Mac and Donna rushing to the console to try and get the box ready to go.

"Davros?" the Doctor shouted through the flames, standing in the doorway of the TARDIS, "Come with me! I promise I can save you!"

"Never forget, Doctor," Davros wheeled farther back from him, "YOU did this! I name YOU, forever, YOU are the Destroyer of Worlds!"

Mac glanced over at the doorway as the Doctor stood in them, stunned, and looked away, hearing her own words echoing in Davros again. She'd said it, just after the Earth had been taken, that she wasn't going to let another world be destroyed…

She was…scared…by how much she had sounded like a Dalek, no…like Davros, and that was worse, he was WORSE than a Dalek, because he'd made them.

"One will still die!" Caan's voice could be heard cackling even as the explosions went off.

"Doctor!" Donna called and he finally pulled himself out of his shock and shut the door, running to the console again.

"Ready?" he glanced at the two women.

Mac just pulled a lever and sent the TARDIS flying away from the Crucible as it exploded behind them, soon dissolving into atoms as the reality bomb itself was destroyed.

"But what about the Earth?" Sarah Jane spotted it on the monitor, the only planet left, "It's stuck in the wrong part of space!"

"We're on it," the Doctor nodded, glancing at Mac, "Aren't WE?"

Mac looked at him a long while before she gave him a small nod, "We are."

He beamed at that, something everyone there noticed as he went right at the controls with what seemed like a skip in his step, that confused most of them as he seemed a little too tickled that she was agreeing to help him move a planet when she'd just been trying to help him save it the entire time.

They were left to guess that more had been said in that moment than they realized.

"Torchwood," Mac brought up on the monitor, knowing the code to connect to them, UNIT had kept a close eye and contact with them, "This is the TARDIS…is the connection good?"

"We're reading you loud and clear," Gwen beamed as she and Ianto appeared on the monitor, "Is Jack there?"

The Doctor moved beside Mac, making sure to still keep a bit of distance between them as he glanced at Jack, "Can't get rid of him. Though, tell me, Gwen, are you from an old Cardiff family?"

"You're going to do this now?" Mac shot him an irritated look at how he was getting off topic while the Earth was still in danger.

"Yes?" Gwen answered, though her tone implied the same feeling as Mac though with less irritation and more confusion, "All the way back to the 1800s."

"Mmm, thought so!" the Doctor just grinned and glanced at Rose, "Spatial genetic multiplicity..."

"Oh, yeah!" Rose laughed, not having a clue what that was but going along with it.

"Yeah, yeah! It's a funny old world!"

"Doctor," Mac cut in, her voice strained, "I'm an inch away from slapping you," she shot him a look, this was just…

They didn't have time! Not only did they have to get the Earth back to where it belonged before the atmospheric shell completely shattered and the planet froze to death, but they had to get all the companions back to their homes before they dealt with Donna. She did NOT want to force Donna through what they'd have to do in front of everyone, and they'd need to focus, not have chattering humans around them. And they had to be quick, all that Donna had done had only exacerbated the situation and her time was running out. They needed to be quick and he was dallying to talk to Rose again!

"The Earth's shell is about to shatter and there's NO sun!"

"Right," he winced, turning back to the monitor, Rose's small frown at him doing that to her again for what Mac said fading when she realized what the woman had said, the Earth was nearing its own destruction, she couldn't fault the Time Lady for wanting to focus on that first.

"Gwen, I need you an Ianto to crack the Rift Manipulator and siphon the power to the TARDIS…"

"How do you know about the Rift Manipulator?" Ianto had to ask, Jack had never mentioned at Time Lady so she had to be new and they had no files on her.

"Agent Mackenzie of UNIT," she told them, "I've been monitoring you."

"I hope you don't mean spying," Jack smirked at her.

"However you'd like to take it," she muttered, typing in a command.

"And when, exactly, was this spying going on?" Jack started to grin, "I tend to take very long showers and I prefer to air dry so…"

Mac just reached up and made the 'stop talking' sign to him as well, making the Doctor nearly laugh to see, though also tugged a bit on his hearts, that was something she usually only did to HIM, "I'd rather work in silence if you prefer to ramble Captain Harkness."

Jack blinked and looked at the others, the girls who were partially blushing and Mickey and the Meta-Doctor who looked slightly disgusted, "She…didn't hear a word I said did she?" he asked, thinking she'd likely just heard a 'meh, meh, meh' or something from him instead.

"She can…focus when she wants to," the Doctor shrugged moving to help her, "Comes from being the eldest, you need to know how to tune out your siblings."

"You would know," Mac mumbled, both revealing that the Doctor was apparently the oldest sibling as well and that…well, she'd certainly heard every word HE'D said at least, "Mr. Jones?"

"Doing it now, ma'am," Ianto seemed about ready to laugh at the pout on Jack's face at being shot down by someone.

"What's that for?" Martha stepped over, trying to get them all to think of something other than Captain Jack air drying.

"It's a tow-rope," the Doctor pushed a button before he spun around to face them, "Now then, Sarah, what was your son's name?"

"Luke, he's called Luke," she answered instantly, her concern for her son evident in her voice, "And the computer's called Mr. Smith."

The Doctor nudged Mac to the side, taking her place by the monitor as she moved to the other end of the console, allowing him to contact the computer, "Calling Luke and Mr. Smith!" he grinned, seeing an attic appear on the monitor, a boy jumping up to run over to it, "Come on, Luke, shake a leg!"

"Is Mum there?" the boy asked first and foremost.

"Oh, she's fine and dandy," he nodded to the side as Sarah Jane stepped beside him, so relieved to see her son alright.

"Yes!" she smiled and laughed, nearly in tears to see him again, "Yes!"

"Mr. Smith," Mac called, not really wanting to interrupt the mother/son reunion but really needing to get them more time, "Can you harness the Rift power and tether it to the TARDIS?"

"I regret I will need remote access to TARDIS basecode numerals," the computer called back.

"Oh, blimey," the Doctor ran a hand through his hair, "That's gonna take a while."

"No, no, no," Sarah Jane beamed, "Let me! K9, out you come!"

"Affirmative, Mistress!" a small, metallic voice called as a robotic dog wheeled out onto the monitor beside Luke.

"Oh, good dog!" the Doctor cheered, beaming to see his old pal.

"Doctor," Mac sent him a firm look.

"Right, K9, give Mr Smith the basecode," he ordered, starting to sense the severity of the situation. When Mac got professional and firm instead of biting…it was serious.

"Master," K9 gave a small dip of the head and wheeled closer to the computer, out of sight of the Doctor, "TARDIS basecode now being transferred. The process is simple."

"_What do you think?_" the Doctor suddenly called out in Gallifreyan, looking at Mac, "_Think they can handle it?_"

Mac glanced at the humans, "_We don't have the time for them not to._"

That was as good an answer as he knew he was going to get, "Now then, you lot," he spun to face the others again, "Sarah," he moved her back over to where she'd been standing before, "Hold that."

"The lever with the white end," Mac added to specify.

"Yes, and Mickey," he clapped the man on the shoulder, grinning as he pointed to the button the boy had been pressing when they landed in the parallel world, "You hold that."

Mickey rolled his eyes at that.

"Because, you know why this TARDIS is always rattling about the place? Rose," he moved her to a set of knobs, "That, there," he pointed to one, "It was designed to have six pilots and Mac and I have to do it alone."

"THIS one was designed for six pilots," Mac corrected, "Class 40s were one of the earlier designs, the more advanced and modern the capsules got, the less pilots they required."

"So…we're pilots now?" Rose started to smile at that thought.

"The TARDIS can only bond to a pilot on Gallifrey," Mac shook her head, "And only to a Time Lord."

"Oh," Rose nodded, grinning a bit sheepishly, in all her time with the Doctor she hadn't exactly ever asked that.

"Martha," Mac nodded, getting the situation back to point, "Keep that level set," she tapped a gauge beside her, "Twist the knob left to go down, right to go up."

"Gotcha," Martha looked at it intently, ready.

"Jack," the Doctor moved around to him as well, "There you go, steady that," he put the man's hand on a lever to keep it steady, "Now," he grinned as he looked at them all, about to make his way back to his spot, Mac sitting on the captain's chair, watching them all intently, knowing he wanted to give his former companions this once in a lifetime chance, "We can fly this thing…"

"Jackie," Mac called, seeing him come to Jackie and likely about to make a hesitant remark, "Take a seat," she patted the chair beside her. Even being Rose's mother, the woman was still a mother and…she reminded her a bit of her own mother. Her brother had once decided he wanted to go camping in the woods near their home…all on his own. Their mother had trekked through the woods to keep an eye on him, he was only 6 years old at the time. For Jackie to slip across dimensions for the sole reason of protecting her daughter, that was something she could accept as brave and understandable...and it wasn't Jackie that had created the fractures.

Striding across dimensions and shattering the walls of the world to get back to someone who last wish had clearly been for her to remain in the parallel world was NOT something she could look past in Rose.

"Just like it's meant to be flown!" the Doctor cheered as Jackie moved to sit by Mac, "We've got the Torchwood Rift tied to the TARDIS by Mr Smith. We're gonna fly planet Earth back home," he moved to the only open spot at the console, looking around at his little team, "Right, then! Off we go."

Mac glanced at Donna and the Meta-Doctor as they wandered around the console, keeping an eye on the flying for the people she couldn't see, the room barely even shaking as the team of humans and the Doctor worked in sync to fly the TARDIS off and, soon enough, the moon was visible on the monitor, the Earth back where it rightly belonged once more, setting off cheers and claps from everyone, hugs galore.

The Doctor made his way around the console, congratulating all his companions till he reached the captain's chair. He looked down at Mac a moment, before holding out a hand to her, holding his breath.

She looked down at it a moment and up at him, before she noticed Donna watching with a hopeful expression on her face. She let out a breath and swallowed, before she hesitantly reached out and took his hand, allowing him to tug her up and…hug her both in celebration of their success in restoring the planets and stopping the Daleks, and in sorrow for what they both knew was coming.

~8~

Mac sat on the captain's chair once more, her glasses in her hands as she just…looked at the others, all the companions talking, well, the ones that were left. They'd taken Sarah Jane back, the Doctor was just saying goodbye to Jack and Martha now, though she saw Mickey heading for the doors as well. She didn't have much to say to Jack or Martha besides goodbye, knowing that for all the professional friendship she and Martha had built, the woman would be more likely to listen to the Doctor when he told her to destroy that key than to her.

It was her fault though. She'd only joined UNIT for the purpose of protecting the Earth just to keep the Doctor away from it. That had been her whole focus, not making friends, not even trying to when it came to Martha after all the betrayals. She couldn't remember the parallel world, it was different than what the Master had done. He'd used a TARDIS to maintain a paradox, a little piece of Gallifrey that made it easier for her to retain that world than the parallel world made without the use of a TARDIS.

But it was enough to realize…she was holding onto anger, so much anger, and…it had made her essentially into a Dalek. She didn't try to get to know Martha because she was the Doctor's companion. She hadn't truly, or she hadn't thought that she, cared about the Earth as more than a means to keep the Doctor away. She was just…bitter and angry and now she had a chance to resolve it, or to try to and…she hadn't taken it. She should have asked the Doctor the moment she started travelling with him why he'd done what he had to her, but even she could admit, asking him then…she wouldn't have believed him.

She…she needed to talk to him about it, and she needed to give him the benefit of the doubt that he was telling her the truth this time…or she'd end up worse than a Dalek.

And she didn't want that.

She looked up when the doors opened and the Doctor stepped back in, alone, to see just Donna, her, the Meta-Doctor, Rose and Jackie were left. He glanced at her and nodded to the console and she got up to help, knowing he'd need her, Donna and the Meta-Doctor's help to get the box through the tiny fracture that was left in the walls of the worlds and to the parallel one Rose belonged in now.

They'd set programs running the moment the Earth was safe, to seal and heal the fractures from the Cannon, there was just one tiny part left that they would have to be quick about getting there and back through.

"There's time for one last trip," the Doctor stated, as the Meta-Doctor and Donna came to help them at the console, "Dårlig Ulv Stranden. Better known as..."

He didn't say, just pulled a lever.

~8~

The small group stepped out of the TARDIS and onto a beach, one that seemed familiar to Rose given how she was staring around at it, confused as to why she was there.

"Ugh," Jackie crinkle her nose, "Fat lot of good this is! Back of beyond, bloody Norway! I'm gonna have to phone your father. He's on the nursery run," she smiled at the Meta-Doctor, "I was pregnant, do you remember? Had a baby boy!"

The Meta-Doctor nodded at that, vaguely recalling it from the regeneration energy, "Ah, brilliant! What did you call him?"

"Doctor."

"You're joking," Mac had to stare at her as though she were insane.

Much like the Meta-Doctor was himself, "...really?"

"No, you plums," Jackie rolled her eyes at them, "He's called Tony!"

"Hold on," Rose spun around to face them, her mother and the Meta-Doctor to the side, the Doctor, Mac, and Donna just before her, standing in front of the TARDIS, "This is the parallel universe, right?"

The Doctor nodded, his hands in his pockets, "You're back home."

"And the walls of the world are closing again...now that the Reality Bomb never happened," Donna added, "It's dimension retroclosure," she let out a little laugh at that and looked at the New-Doctor, "See, I really get that stuff now."

Mac looked away at that, knowing exactly why she knew that and what it meant.

"No!" Rose shook her head, tears in her eyes, "But I spent all that time trying to find you, I'm not going back now!"

The Doctor took a breath and stepped forward, "But you've got to. Rose…your family is HERE."

"I know that," Rose cut in, "I made my choice in Torchwood though!"

"And it was the wrong one," he said, Rose looking up at him as though he'd just ripped her heart out, "I'm sorry Rose but…I…can't. I can't let you stay with me. Please, don't make this any harder than…"

"Any harder than what?!" she cried, the tears more prominent now, "I gave up everything to try and get back to you!"

"But you didn't give up _me_," he told her quietly, the heartsbreak of hurting her this way evident in his voice, "Rose…the true sign of caring about someone, about...about_ loving_ someone…is to want what's best for them. Even if it means letting them go."

He swallowed hard, his gaze drifting to Mac as she blinked and started at him and he could see her struggling to not let her shock and how startled she was that he'd said that shine through, though he could see her frowning at him for that.

"I cared about you," he turned back to Rose, "I wanted you to be with your family. You chose to come back, I accepted that. But in the end…I wanted you to go Rose. I cared about you that much."

"But I LOVE you!" Rose shook her head, not seeming to grasp what he was trying to tell her, "And you…you were gonna say it too, on the beach, before you disappeared. You WERE gonna say it."

"Love comes in different forms," he whispered, his head bowing slightly, "I…whatever I would have said on the beach…it might have been a form of it," he took a breath, "But there are other forms that…hurt…so much more," he tried to keep his gaze from drifting to Mac again, but he couldn't quite manage not to look at her fully, "Forms that…drive us to do…the worst things to the people we love the most, to protect them," he looked back at Rose, forcing himself to look away from her, "You were happy here, weren't you?" he asked, seeing Rose was starting to cry, "With Mickey and your Mum, your dad and your brother. You had a life, a family, you WERE happy. Please," he breathed, "Please tell me you were."

Rose sniffled, "I was," she could admit, thinking his desperation to see her happy meant more than what she realized.

The Doctor nodded, feeling his hearts lighten only in the knowledge that he hadn't hurt Rose as he had Mac. He couldn't bear to hurt someone else the same way, to hurt them that much again.

"But I needed you too," Rose told him, "I needed you Doctor. And I wanted you back."

He offered her a sad smile, "But you didn't," he told her gently, "You didn't need me, not like…not like my Universe needs me, to…to protect it and, mend it."

Mac frowned slightly at that, he…didn't quite sound like he was talking about the actual Universe.

"Your world Rose…it was only in danger because of the fractures in the wall of the worlds that the Dimension Cannon was creating," he told her, "So…destroy that cannon ok?" he requested, Rose's eyes squeezing shut as she heard his hidden words, she was going to be staying there, end of discussion, "And…look out for him," he nodded to the Meta-Doctor.

"What?!" the Meta-Doctor demanded, his eyes widening, not expecting that.

"We saved the universe," the Doctor told him, looking at himself, "But at a cost. And the cost is you. You destroyed the Daleks. You committed genocide. You're too dangerous to be left on your own. Sometimes…" he swallowed, "Sometimes we need someone. And…it can't be me."

"You made me!" the Meta-Doctor pointed at him accusingly.

"Exactly, you were born in battle, full of blood and anger and revenge," he turned back to Rose, "Remind you of someone? That's me. When we first met. And you made me better. And now you can do the same for him. And I…I can do the same for others."

Donna glanced at Mac, knowing that was who he was referring to, even Mac seemed to know as she looked down, her mind swirling with all she was hearing from him now.

"But he's not you," Rose whispered.

"And that's better," the Doctor countered quietly, "Because he needs you," he flinched at that, not having meant for it to come out quite that way, "And…he can love you the way you deserve to be loved Rose."

Rose pressed a hand to her face, her heart breaking even more to hear even more hidden words, the Doctor didn't love her. No, no, he DID, but…not the same way she loved him. She knew it was hard, it was too big to ask of him, to let him feel for her what she did him. He…he always had to hold back, lest he love a person who would die in a mere blink of an eye to him. To ask him to give her his hearts, knowing she'd wither and decay and die as he'd said…how could she, in good conscience, in love, ask him to stand there and watch her grow old and leave him in death? How could she expect him to be able to love her as completely as she wanted when he'd always have to guard his hearts so as not to be destroyed when she died?

It wasn't fair, she realized now, and…she COULDN'T do that to him, not if she claimed to love him as much as she did. She couldn't force him through that pain.

"It really IS better though," Donna offered softly, "Don't you see what he's trying to give you?" she nodded at the Meta-Doctor, "Tell her, go on."

Rose took a shaky breath and looked at the Meta-Doctor as he began to speak, "I look like him and I think like him... same memories, same thoughts, same everything. Except, I've only got one heart."

"Which means?" she asked, hardly daring to hope that…that this man was exactly her Doctor, but…human.

"I'm part Human. Specifically the aging part. I'll grow old and never regenerate. I've only got one life... Rose Tyler. I could spend it with you. If you want."

"You'll grow…grow old at the same time as me?" she whispered, the fears she'd just had plaguing her, that she'd force this Doctor through the same as the other but…if he was really human…

"Together," the man nodded.

Rose looked at him a moment longer before reaching up a hand to feel for herself that he really did only have 1 heart.

Mac nearly jumped when she heard a grinding noise behind her, and shook her head out of her thoughts, clearing her throat, "The um…the cracks are about to seal permanently. We…we have to go."

Rose stood there, watching as the Doctor turned to go with Donna and…and Mac, and called out, "Doctor!"

He paused and looked back at her in the doorway of the TARDIS, Donna and Mac already inside.

"Thank you," she offered him, taking the Meta-Doctor's hand, accepting him, thanking them both really.

The Doctor gave her a small smile and a nod, stepping into the TARDIS and shutting the door behind him and taking a moment to breathe. That had…gone better than he thought it would, had hurt…less, both him and Rose, than he feared it might. He looked up and couldn't help the small smile on his face when he saw Mac at the console, piloting them away…she knew.

She had to know now.

He had been subtle, when he'd spoken to Rose, but he knew she'd gotten what he'd been trying to say without saying it.

They just…needed to talk.

But then he caught sight of her looking at Donna in concern and he knew…their talk would have to wait. Because right now, Donna needed them.

He slowly made his way up to the console, walking around it to where Mac was standing, still looking at Donna as the ginger went about pulling levers and turning knobs and flicking switches with a smile on her face. He glanced down at the controls a moment, and reached out to put his hand on hers as it rested on a lever, he gave it a single squeeze, not trusting himself or her to do more than that as he stepped past her. He…wanted to hold her hand, but he knew she was still angry with him, she still had questions, what he'd said to Rose had only opened the door of what they needed to go over. And no matter what he said to Rose, until she heard it from HIM, directed at her, she would still be distant and tense around him.

He moved over to a Y-beam, looking at Donna as she adjusted the monitor and watched her, seeing what Mac had.

Donna's hands were shaking.

"I thought we could try the planet Felspoon...just cos," Donna shrugged, knowing that it had to be hard for the Doctor to say goodbye to all his other companions in one go and trying to think of a fun little place that he could just recuperate, "What a good name, 'Felspoon.' Apparently it's got mountains that sway in the breeze. Mountains that move. Can you imagine?"

"And how do you know that?" the Doctor wondered, solemn.

"Because it's in your head! And if it's in your head, it's in mine."

"That must be…" Mac shook her head, "Crowded."

"Oh it's brilliant!" Donna laughed, waving her off, "Fantastic! Molto bene! Great bit of universe packed into my brain. You know you could fix that chameleon circuit if you just try and hotbind in the fragment links and superseding the binary, binary, binary, binary, binary, binary, binary, binary, binary, binary, binary, binary, binary, binary, binary…" Donna gasped, nearly falling over onto the console, closing her eyes a moment and wincing, not seeing the Time Lords look at each other at that, "I'm fine!" she popped back up with a forced smile, "Nah, never mind Felspoon. You know who I'd like to meet? Charlie Chaplin. I've heard he's great, Charlie Chaplin. Shall we do that? Shall we go and see Charlie Chaplin?" she moved around to the phone and picked it up, "Shall we? Charlie Chaplin? Charlie Chester, Charlie Brown? No," she put the phone down, "He's fiction, friction, fiction, fixen, mixen, rixten, Brixton," she doubled over again, gasping, her hand flying to her temple as her head throbbed, "Oh, my God."

"Donna," Mac slowly made her way over to the woman's side, reaching out to put a hand on her shoulder, feeling so…so guilty, so responsible, for what was happening, "You know what's going on, don't you?"

Donna hesitated, but nodded, "Yeah," she whispered.

"There's never been a Human-Time Lord metacrisis before now," the Doctor added as he joined them, coming to stand before Donna, "And you know why."

"Because there can't be," her voice broke as tears filled her eyes. She shook her head and turned away from Mac, moving to the controls, poking a button here or there, "I want to stay."

"Look at me," the Doctor called, but she refused, "Donna, look at me."

"Donna," Mac called.

Donna swallowed and turned, looking at the Doctor, trying to be defiant, strong, but she was shaking now, her entire body and not just her hands, "I was gonna be with you...forever," she whispered to the Doctor.

"I know," he responded, just as quietly, nodding.

"The rest of my life...travelling...in the TARDIS. The Doctor-Donna," she sniffled, "Kenzie can come too," she tried to joke, but seeing them staring at her so solemn, hearing her own words, the Doctor-Donna, she realized what it meant…what would have to happen, "No. Oh, my God..." she started to back away from him, tears in her eyes as he reached out for her, lightly taking her by the shoulders when she ran into the console behind her, "I can't go back," she shook her head, frantic, begging him, "Don't make me go back. Doctor...please. Please, don't make me go back."

"Don't," Mac stepped beside her, "Don't do it."

"Mackenzie…" he looked at her, startled she'd stop him, knowing what it would mean for Donna. SHE had been the one trying to get them all alone to help Donna this entire time and now she was stopping him.

"It's…" Mac swallowed, trying to find the words to say, "It's on ME, this time."

The Doctor's eyes widened as he looked at her, seeing how serious she was in her eyes, tears in them though. She was…she was really serious about HER doing this and not…not him?

He could admit, for a brief moment, that he thought she would force him to do this, to erase every single memory Donna had of her and him and the TARDIS…he could admit he really DIDN'T want to have to be the one to do it. But nor did he want her to have to do it.

But Mac gently, more gently than he expected, nudged him out of the way and took his spot, looking at Donna with a sad expression on her face, "I'm so sorry Donna," she whispered, swallowing again when she saw the tears spill over from Donna's eyes, "Goodbye."

Donna started to shake her head as Mac put her fingertips to her temples, closing her eyes so as to concentrate, "No," she cried, "No, please! Please! No, no! NO!"

The Doctor watched intently as Mac winced, knowing that everything, every single event Donna had endured with them was now racing backwards across the woman's mind, erasing…

"No!"

Donna suddenly pitched forward, unconscious as Mac struggled to hold her up, the Doctor leaping over to help sustain her, the two of them looking at each other a moment before they carried her to the captain's chair and laid her down, rushing to the controls to get her home.

~8~

It had nearly given Wilf a heart attack, they were sure, when they'd shown up on the Noble's doorstep, Donna slumped between them in the rain, the Doctor begging the man to help them get her inside. But she'd been placed back in her bedroom, was sleeping peacefully now while they gathered in the sitting room, talking to Wilf and Mrs. Noble about what had happened.

"She took my mind into her own head," the Doctor was saying as he and Mac sat on a sofa across from the Nobles, but with a person's space between them, "But that's a Time Lord consciousness. All that knowledge, it was killing her."

"But she'll get better, now?" Wilf asked, concerned.

"No," Mac answered, "In order to stop it, to save her…I erased everything about the Doctor, myself or the TARDIS from her mind. She won't remember any of this, at all."

"All those wonderful things she did…" Wilf breathed, distressed and heartbroken to learn that.

"I know," the Doctor whispered, just…so sorry this happened, "But that version of Donna is dead."

"You cannot speak a word of this to her," Mac warned, "It's a lot to erase, faint things might linger and if you trigger any one of them to the surface…she will die. So don't mention a thing about it, not for…" she shook her head, "The rest of her life."

"But the whole world's talking about it," Mrs. Noble shook her head, "We travelled across space!"

"It'll just be a story," the Doctor shrugged, "One of those Donna Noble stories, where she missed it all again."

Mac glanced at him as his voice cracked at that, recalling when Donna had snapped the same sentiment at him, how she missed the big picture because she wasn't Rose.

"But she was better with you," Wilf looked at them.

"Don't say that…" Mrs. Noble huffed at him.

But Wilf was having none of it, "No, she was."

And neither was Mac, "If I recall correctly, Mrs. Noble," Mac gave her a hard look, "The last words you spoke to me was that your daughter wasn't 'all that clever.' I think she's proven you wrong with all she's done since then."

The Doctor looked at Mrs. Noble as she fell silent, "I just want you to know that there are worlds out there, safe in the sky, because of her. That there are people living in the light, singing songs of Donna Noble, a thousand million light-years away...they will never forget her. While she can never remember. And for one moment... one shining moment... she was the most important woman in the whole wide universe."

"She still is," Mrs. Noble said shortly, "She's my daughter."

"Well you should tell her that a little more often don't you think?" Mac snapped at her only for all of them to fall quiet when they heard someone coming down the stairs.

"I was asleep," Donna hissed at her mother and grandfather as she entered, her phone pressed to her shoulder, "ON my bed, IN my clothes, like a flippin' kid! What did you let me do that for?!" she blinked, spotting the Doctor and Mac sitting there, "Don't mind me. Donna."

"John Smith," the Doctor stood, holding out his hand to her.

"Mackenzie…" she began, standing as well, before biting her tongue, knowing she couldn't say Noble now, and swallowing, "Smith."

The Doctor looked at her sharply as Donna shook her hand too.

"They were just leaving," Mrs. Noble told her daughter, sending them a harsh glare.

"My phone's gone mad!" Donna continued, "Thirty-two texts, Veena's gone barmy, she's saying planets in the sky, WHAT have I missed now?" she turned with a scoff and headed for the door, throwing a, "Nice to meet you," over her shoulder to the 'Smiths.'

"Like I said," Mrs. Noble moved to stand in front of them, blocking their view of Donna and crossing her arms, her voice hard and cold, "I think you should go."

"Not without saying goodbye," Mac sent her a glare right back, NOT about to let the Doctor get away with it this time either.

The Doctor took a breath and they headed to the kitchen, spotting Donna on the phone, putting an orange juice back into the refrigerator, "How thick do you think I am?" she was saying, "Planets?! I'll tell you what that was, dumbo, that's those two-for-one lagers you get down the offy 'cos you fancy that little man in there with the goatee. Haha! Yes, you do! I've SEEN ya!"

"Donna?" the Doctor called, "We were just…going."

Donna waved a hand at them over her shoulder, not really caring, and her flippant tone when she said, "Yeah, see ya," told them that.

With heavy hearts, the two Time Lords turned and headed to the front of the house where Wilf was waiting to let them out.

It was storming on the other side of the door, pouring rain, thunder and lightning in the distance, a fitting weather for their mood and for the events surrounding the loss of Donna Noble.

"Ah..." the Doctor began, if just for something to say, "You'll have quite a bit of this. Atmospheric disturbance. Still, it'll pass. Everything does," he turned to Wilf, "Bye then, Wilfred," and shook his hand.

"Keep an eye on Donna," Mac shook his hand as well, "Keep your daughter in line with her too. She starts getting Donna down, you call UNIT, ask for Martha, and have her call me, yeah?"

Wilf smiled at that and nodded, watching as the Doctor stepped out into the rain, Mac rolling her eyes at that.

"Can I borrow this?" she pointed at an umbrella lying beside the door.

"Take it," Wilf offered it to her, Mac opening it and thrusting it above the Doctor's head, he was still soaked but…wouldn't get wetter at least.

The Doctor looked at her, startled she was being so considerate but she just mumbled that the TARDIS would kill him for getting her wet.

"Oh, Doctor," Wilf called, making them look at him, "What about you, now? Who've you got? I mean, all those friends of yours..."

"They've all got someone else," the Doctor shrugged, "Still, that's fine. I'm fine."

Wilf nodded and eyed Mac, "And you? Agent Mackenzie? Back to…to UNIT, was it?"

Mac was silent, neither saying yes or no to that, which both gave the Doctor hope and broke his hearts at the same time.

He couldn't take losing her too tonight.

"I'll watch out for you," Wilf offered them, knowing it wasn't much, but it was all he could offer.

"You can't ever tell her," the Doctor warned.

"No, no, no. But every night, Doctor...when it gets dark and the stars come out...I'll look up. On her behalf. I'll look up at the sky and think of you," he looked at Mac, "The both of you," he offered the woman a little smile, recalling how she'd put his daughter in place about how brilliant Donna really was.

"Thank you," the Doctor whispered before he and Mac turned, heading back for the TARDIS, the Doctor letting them in with the key.

Mac shook out the umbrella and set it aside in a small bin, looking up to see the Doctor was already at the console, "Set it for the Vortex," she told him, a slight order in her voice as she joined him, waiting till he looked up at her once he'd finished, "We need to talk."

"Yeah," he nodded, starting to rub the back of his neck halfheartedly.

Mac eyed him a long time, crossing her arms, not sure she wanted to ask, not sure she wanted to know, not sure if she was ready to listen to him but…

"Donna wanted us to resolve our issues," she said, even though Donna hadn't said it, her hopeful looks, the little remarks she'd make here and there…it was clear Donna had wanted them to talk, and even though she wasn't there...she could at least do this for her, "I don't think we'll resolve all of them."

"I know," he swallowed hard.

But Mac took a breath, "But I'm willing to listen,_ if_ you tell me the_ truth_," she gave him a meaningful look.

He nodded again, "I will," he crossed his hearts.

She nodded, looking at the console a moment, the rotor, her gaze drifting to the broken and shattered jar his hand had been in before she swallowed, "Why did you do it?" she looked back at him, hating that her voice had already cracked, "Why did you run?"

He knew exactly which moment she was talking about, which time he'd run, "It's…a long story."

"We're Time Lords," she shrugged, the 'all we have is time' was left open.

He nodded and gestured to the gantry, knowing they'd need to sit and knowing that the captain's chair, while comfortable, would be far too close for her to sit to him for this. He let out a little breath as she walked on with him, praying that he didn't muck up what was likely the one chance he had to explain himself and get her to listen.

~8~

The Doctor stared across the small table in the kitchens to where Mac was seated before him, the two of them with long-ago-cold cups of tea before them. He had his hands clasped together on the edge of the table, staring at her intently as she sat there with her right arm out before her, her hand in a fist, her left arm crossed by her chest to rest her hand on her right elbow, just...waiting.

He'd told her.

Everything.

He'd told her how he'd felt he wasn't good enough for her, how he wouldn't have been able to give her the life she'd deserved to have. He'd told her that he'd run because he needed to do something, anything, to keep her from marrying HIM and ruining her life. He'd told her his fears of if she had married him, the life she'd have been stuck with, much like it was now...the two of them in a bitty TARDIS, flying through the Universe, interfering, breaking laws, hardly ever going home. He'd told her how he'd HAD to not see her before he'd gotten married, because if he'd even caught a glimpse of her he'd have lost his will and nerve to do what he knew he had to. He'd told her how, when he'd tried to see her after the fact, when SHE had taken to ignoring him, that he'd been trying to tell her why he'd done it but that he was almost glad she'd stayed away from him because he wanted her to forget about him.

He'd told her how it had killed him to see her marry her husband, how his hearts had broken to hear about her regeneration after childbirth and what the results were for her. He'd told her how he'd thought her husband would have been a better match, that he'd have come to love her and give her everything he couldn't. He'd told her how he'd explained to his wife that their marriage was going to be a farce, a front, how he and his wife had agreed their marriage was just of two people using each other, him to keep HER safe and his wife to have children.

And what's more, he told her how he'd told his own wife he'd never love her, because he'd already given his hearts to the woman who was meant to be his Chosen.

Mac stared down at her tea in silence, a silence that had lasted nearly a half hour now, "Why didn't you just tell me when I said I…" she cut her whisper off, and his hearts broke a little to hear that she couldn't bring herself to say it again, that she'd loved him.

"I panicked," he murmured, "Worst excuse ever but…I did."

She shook her head, "I thought you didn't love me, when you did that."

"Quite the opposite, really," he nodded, "I…I never stopped Naery," he reached out across the table to try and take her right hand and while he didn't hold them, he was able to place one on top of hers without her pulling it away, "I still do."

She looked down at their hands, "I'm still cross with you," she told him, "But at least now I…I understand why you ran," she swallowed, "You were being your stupid old self."

"Yeah," he let out a soft chuckle at that, "I'll always be him, Naey, I'll always be that stupid old Doctor that loves you."

She nodded, "I…I don't know what I feel," she admitted, "I've been angry for so long…"

"It'll take time," he cut in gently, "I know. I can wait," he put a little pressure on her hands, like a small squeeze, "Like you said, we're Time Lords."

She nodded at that again, it would, it really would take her time to sort through everything. She'd spent centuries thinking he'd run because he'd been lying to her, because he didn't love her, because he'd been stringing her along and now…to find out he HAD loved her all that time, that he still did, that the reason he'd given her up was because he didn't think he was worthy?

That was her stupid old Doctor.

"There's still a lot of other things that I'm upset about."

He knew that was coming as well, he expected it. The planet for one, was a very LARGE reason to be upset, her family, all of that. He didn't dare bring up his reasons for the planet now, not after he'd just unloaded all of this on her. She'd been hurt by his actions running away for centuries, it was…an old wound he'd just reopened. He couldn't bear to have to talk to her about her freshest wound. The war had only been a few years ago from her view, she hadn't been on Earth all that long, but…he couldn't talk to her about that now.

The death of her family, the destruction of their planet, that was something he could only talk to her about when she'd come to terms with what he'd just told her now. And…there was a small part of him that feared that she wouldn't believe him.

No, it was best to wait till she trusted him more again before he told her just how far their people had gotten off course at the end of the War.

"But…thank you," Mac murmured and he looked up at her, "For telling me the truth."

"I told you once before Naey," he offered her a smile, "You are the one person I have never lied, and will never lie, to."

She nodded and looked down at their hands again, taking a breath before she turned her hand over, pressing her palm to his, allowing him to hold her hand.

The Doctor nearly beamed at that, it was small…

But it was a start.

To be continued…in…Finding Forgiveness!

A/N: I tried to balance the Rose-remarks with comments and anger directed at the other companions too from Mac :) They all were really in the wrong with what they were going to do (from the Doctor's POV) and I wanted someone to comment on it. I hope you liked the twist of Mac being with the Doctor instead of Donna. Even though it meant Donna couldn't be saved, I really didn't want to do another TL stuck in the TARDIS since I'd done it 3 times so far, I thought it would be interesting to see Mac around Davros...

And...I really wanted Mac there to be confronted with just how much of a 'little Dalek' she was being to the Doctor :( She certainly got quite a lot to think about and reevaluate about herself from this chapter...but that little hand hold...it's a definite start ;) I really can't wait till tomorrow when I'll be posting Finding Forgiveness ^-^

Just want to comment a little on the 12 regenerations/13 incarnations thing :) Lol, I sort of feel like every time I've brought it up in a story there have always been reviews on it, how it's wrong (and they didn't think it was 12), or how it's 507 according to the SJA (a joke made by the Doctor, RTD had to publically say it was a joke and NOT to be taken literally), how they could have more (if the High Council gave them away) and I ended up putting in just about the same explanation for it and sources and episodes to quote and give my information for it. But…FINALLY the show has commented and made it canon that it is 12 regenerations and 13 incarnations so…I don't think there's anything to be said for it in this story lol ;)

To end, I just want to say thank you guys so much! I really just want to tell each and every one of you, any one who's read/reviewed/favorited/followed/anything this story that I love you guys! You are all the reason that I write and because of you, as of posting this chapter, I've hit 7 MILLION words archived! ^-^ So I really am so touched that you've been enjoying the story so far :') You're all awesome ^-^

Some notes on reviews...

Oh the End of Time will still happen yup, but I won't say who might be regenerating during it, if it's the Doctor or Mac with him }:)

Lol, Mac sort of slapped him a little on the shoulder ;) But she definitely had to remind him just what he did and the consequences of sending off the regeneration energy :) I feel like if 11 was there he'd be annoyed with Rose and really give everyone a shock :) I think he'd appreciate Martha a little more for some reason and, possible, would have gone along with the bluff of destroying the Earth/Crucible to sort of shock Davros into thinking it would happen :) I think Proffy, if she'd been there would have been really annoyed with 11 but been even more of a threat to Davros, Evy would have been the one to regenerate so we wouldn't have had 11 then but she'd probably get exasperated with the companions, and Angel well...she'd be unconscious and dying in her holding cell which would have probably distracted 11 quite a bit :( But I think 11 would have been a bit more manipulative and probably even a little more snappish than 10 was :)

I tried to keep the Rose bashing at least partially equal to the Companion bashing and more to general and as-true-as-I-could-get comments about how insane they all were :) I tried to balance it a little more and make it less bashing and more pointing out how immoral some of the things said were :)

That'll definitely be a bit of a running theme with Mac, how she explains things. She won't ever like how the Doctor lies and she'll be of the impression the Companions need to know exactly what's happening and the danger to understand the severity of it :)

I've posted the chapter as early as I could for me ;) 6:30am here :) But I can say we'll get the next story in just 24 hours ;)

You're welcome :) I always felt like his presidency was weird and random so it was actually very good to get it all worked out :)


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